From Skulls to Grimm
by card game deeler
Summary: It's hard waking up with no memories and talking hair. Now try it in a world you are not even from. (rated T since I am not familiar with the site's rating system yet.)
1. A very, VERY bad hair day

Chapter 1: A very, **VERY** bad hair day

If there is a way to describe today for Filia it was bad.

It has been a year since she woke up with no memories, a dirty school uniform, and Samson a vulgar parasitic hair monster that had decided to attach itself to the back of her head.

Today was no exception. Her hide out, a small dingy room of a motel was raided by the Anti-Skullgirl Lab's lead operative, Parasoul an agent that has been tracking her for two weeks. As she fled the Area of operations she was attacked by Peacock after Samson pissed her off on a bet (though it did not help that Samson was cheating during the bet). The two fights she got into almost made her late for class.

Reflecting on it made her realize the rest of the day was going to be no different when she followed a possible lead as to who she was only find out that it was a dead end. exhausted she went to her usual place of relaxing a small diner close to the center of downtown New Meridian. While Samson hide underneath the baller cap as he agreed to should they go into an area where people may call in on someone with a parasite

Filia eyed the diner before deciding to speak. "Samson, we need to talk." She stated calmly.

Underneath the hat she heard a low growling though muffled voice "if it's about the room I know a few other places to hide out so don't sweat it." As always he seemed to have some kind of back up remark.

"no it's not that" she sighed in relief though that he claims to have a backup hide out from before they met. "it's about the way you handled yourself with Peacock this morning.

It was obvious to her she hit a nerve ending as he erupted moving the cap in all directions as he yelled "THAT LYING LITTLE SHIT WAS CONNING ME FROM THE BEGINNING!" he argued back "SHE WAS LUCKY YOU BEGAN TO RUN OR I WOULD OF RIPPED THOSE DAMN ARMS OFF HER!"

Filia tried to calm him down, it seems that it wasn't working. Panicing, she grabbed the chocolate milkshake in front of her removed her hat and shoved it right into the back of her head splashing it all over the back side of herself. she shivered as he reacted sensing the coldness down the back side of her neck and back. "WHAT THE HELL WAS THAT FOR?" Samson responded angrily

"You were causing a scene I had to." She stated appologeticly

Samson licking what he could of her frozen drink off himself and what he could mop up around the two of them smacked his serated lips before speaking. "Alright what is it."

"Do you think I'll ever find out about my past?"

He stammered answering her question "How should I know?"

"You said you would help me find out who I was but it seems your leads are not that reliable." She asked cautiously not wanting to provoke him again.

"I am, you're the brains and I'm the brawn. Plain and simple."

She sighed as she was replacing her hat on her head to hide Samson from any possibly wandering eyes "If you say so." She closed her eyes to reflect on what she has found out about herself.

The day after she lost her memory she searched around for the school that used the uniform she wore was from. New Meridian High School from what she could tell she did attend this school and after an hour of exploring the campus managed to find her home room. Luckily she found out her name from students in the class Filia seemed to be her first name but they would not tell her last name. but since then that was all she could gather from the time she has been with Samson.

"maybe I am destined to forget my past" she thought to herself and sighed.

"So this is where you've been hiding" a calm voice could be heard behind her.

Filia Quickly turned around startled by what appeared to be a tall dark skinned woman with a black dress dawning what appeared to be inspired by Egyptian accessories. She seemed friendly enough so she spoke up "do I know you?"

"no." She smiled before turning into a malevolent leer "But your parasite does." Just then Samson poked his eyes from under the hat. They widened as the rest of his body stood up on its end.

"Kid" he paused slowly moving strands of himself toward what appeared to be a bowl of soup. He wrapped around slowly picking up haste as he approached the bowl. "RUN!" he shouted as he slammed the soup and bowl into her face ruining the woman's make up in the process.

Filia got up quickly before Samson slingshot her out the diner's window and catapulted her to a nearby street light. "friend of yours?" She asked once Samson grabbed to the light hoisting her up.

"Hardly She seems to have a deep crush on me." He said concerned

"you know how?" little concerned for her well being

"she kind of killed a few of my hosts over the years." He was only half answering the questions looking around for an escape route. The mysterious woman was in fast pursuit of them before Samson latched himself to a fire escape and tossed themselves into the air to the top of a three story building.

"So why not choose the person?" 

"I'm not too fond of her type."

"Type?" Filia really did not like that answer. As far as she's aware Samson had shown few standards when sweet talking woman during the time she has had him, often at her expesnse such as them screaming realizing her hair was alive or that one time at the River King Casino where a woman was drunk enough to actually make out with him.

"Type as in uh… She wants to offer herself on purpose" he stammered as he grabbed onto another floor he must be moving quick since the woman was barley on the other side of the building.

"Is he hiding something" Filia thought to herself trying to regain her footing after another landing.

Right as she was crossing the city skyline She was Slammed by a pair of two feet crashing her through a wall into the middle of an elevator shaft. She struggled to regain her footing to find an angry little kid with robotic like arms standing there. Her top hat and black eyes also showing disdain toward them. "You Lying son of bitch give me my money" a heavy Chicago styled accent littered her voice.

"Peacock." Filia spoke up panicking "Now is not a good time."

"yeah we got bigger problems than hustlers." Samson blurted out annoyed

"Not my problem." She stated coldly cocking a double barreled shotgun that came from seemingly nowhere. As she took aim a pool of blood began to for behind her she seemed to be oblivious of it however.

"Behind you" Filia blurted out scared.

Peacock lowered the gun confused and turned her head to face her backside what stood there was the woman from earlier still cover in red mostly complete. She blinked a few times at the woman before turning her head back to them "friend of yours?" she asked almost unfazed by the anomaly behind her. Filia shook her head. "Then Samson's." she concluded

"well." Samson dragged the word with ambivalence

Peacock sighed turned around still rather calm pulled out a cigar and lite it up and took a puff. "augh" she groaned as she took a few quick puffs "What's up Doc?"

"A new living arrangement" She claimed as her blood turned into several blades cutting the elevator cables sending the elevator down the tower they were in.

Peacock stood there confused as Filia walked up beside her. She noticed her and looked back at the mysterious woman. "So what's the deal with Cleopatra over there?" her curiosity finally peaked.

"Her name is Eliza." Samson spoke "don't let her looks fool ya, She's hell of a lot older than she claims."

"Okay so why didn't you just live on her then?" Peacock seemed to be blunter in approach in comparison to Filia.

"She's already infected" Samson stated as Eliza took the form of a red liquid sarcophagus as a skeleton walked through it to taunt before escaping back in.

Peacock childishly nodded her head with satisfaction before her black eyes widened and letting out a blood curdling scream as the elevator crashed into the ground. The force of it was strong enough to go through the floor into the sewer line. Filia fell to the ground expecting to be finished from the impact to see Samson cushioning her landing. "Thank you." Filia sad to the mass as he reverted to normal. She looked around, no sign of Eliza. Peacock however was out cold on the ground.

"Common let's get moving we need an exit." Samson stated. "don't worry about her, she's done worse and you know it."

Filia Sighed getting up looking left and right before running.

As she ran she approached a heavy metallic door reading Lab 0 (authorized personal only) Filia looked left then right before concluding it would be best to hide here for the night. "Samson get the door." She spoke scanning the sewer way.

Samson's tentacle took hold of the door and pulled hard ripping it off its hinges in the process. Filia entered as Samson replaced the now damaged door in place. The two began to observe the weird room. It was dark, very dark Filia struggled to get grab a lighter she kept on her to see Samson just looked around since he could see in the dark. It looked like a mad scientist's lab papers and machines littered the empty room as dormant machines casted there shadows on the walls. The room as a whole was disturbing.

"This must be one of those supposed Anti-Skullgirl labs you heard about." Samsun spoke up looking around while Filia did the opposite direction.

"What do you think it did?" Filia asked approaching a switch and powering it up.

"How Should I know?" Samson responded mildly annoyed.

As Filia turned a powerful red wave of liquid crashed against her trapping Filia against the wall. "Did you think it would be that easy?" Eliza's voice echoed in the room menacingly.

"Eliza can't we work this out" Samson began to plead.

"Aw Samson" she was almost affectionate "I would, but that low life isn't fit for you" she shot more of the blood trapping Filia's legs to the wall.

"If I'm removed She dies as well as me" Samson was now terrified

"I know" Eliza said in a half melancholic though sadistic manner "But if I can't have you may as well be dead." The next wave crashed against a machine turning it on.

A weird circle of to the side booted up when her attack crashed into it. A blue light emanates from the device as red lights lit up the room while sirens rang through the room. All hell was breaking loose and it was only getting worse.

Three guards knocked down another door on top of a handful of catwalks above them looking down all guns trained on them. "Hands up, what the hell?" was all one of them could respond with seeing the scene.

Eliza sighed "so annoying." She shot another of her waves slicing a guard in half killing him. The portal was now vibrant purple. "Good bye Samson, it's a shame we couldn't be together."

A heavy growl could be heard behind her. Eliza turned around to see a creature unlike any other. It appeared to be a bear covered in black fur and bone like armor covering its head and legs several spines protruded from its back. It raised its claw slashing at Eliza while shrugging off a good amount of the ammo shot by the guards up top.

Samson saw an opportunity to escape. Extending himself, he tethered onto several support poles and yanked as hard as he could. He final broke free and like a bolt in a reverse crossbow shot Filia and himself into the circular window as the machine was crushed underneath the claw of the black fiend. The weird device proceeded to flicker then shut off leaving the two on the other side of the weird device before disappearing as a whole.

Eliza since she was outnumbered decided to retreat. For the time being. After her escape Peacock ran in fully armed looking for the woman that tried to kill her. "Hey dingbats where's that mummy?" it was clear she was angered

"She got away" a brave guard spoke still looking at the bear in front of him.

"Damn" she said as her shot the bear blowing its head off. She began to scan the room before realizing Filia was missing. "Hey was there a woman in here with rather active hair?"

"She went in there." the same guard yelled pointing at the unknown device.

Peacock stared at it for a second. Half uninterested "so what is that thing anyway, looks like something outta of a cheesy sci-fi film."

"That's because it's a rift device Peacock" a woman with a light British accent spoke up looking at it. The woman was tall and red hair. Peacock already knew who it was.

"Oh, look who decided to show up." Peacock teased Parasoul "Any luck with that skullgirl sighting?"

"negative" she responded quick and to the point Peacock always hated that about her, business and nothing but business just once watch Annie: Girl of the Stars or something was going through her head.

"so why'd we make this thing?" Peacock asked curiously.

"it was a plan to get rid of the Skullgirl once and for all assuming we catch her before she's at full power.

"Ah, so we have to save that kid don't we?" Peacock questioned concerned.

"yes, regrettably" was Parasoul's only response.

Meanwhile Filia woke up scratching her head. "what happened" she began to ask since her eyesight was blurred by the hit she had taken.

"I made a judgement call" Samson responded slightly angered at their predicament. "Your welcome by the way"

Filia shook her head trying to regain focus. the concrete floor was cold and damp it clearly had rained recently. she began to stand up but fell back down Samson caught her with quickly and began to help her up. "hey you okay?" for the first time in weeks he seemed to be showing actual signs of concern for Filia. he wrapped her hair round her knees to form a brace to help her stand. "Don't worry I got you kid."

As Filia's eyesight returned she looked left and right. Where ever she was it was dark. lights in the area however told her she was in an urban environment. looking at the buildings she began to notice something. they all had a mix of colonial and squared off look in comparison to the art deco/regal buildings of New Meridian. it was clearly a commercial district however as she entered onto the empty street resting herself against a nearby lamppost. most buildings seemed to be closed for the night. at this moment Filia looked into the skyline to see the taller buildings to most do not go past eight or so stories. "Samson, I don't recognize this part of New Meridian."

"I don't think were in New Meridian Filia" his voice was grim.

"Then where are we?" Filia tensed up fearing the answer.

"I think we got stuck in one of those weird Science fiction films on the late night movie houses."

"what makes you certain?"

Samson paused before speaking "Look up."

Taking a few short breaths to get herself ready for what she feared she slowly tilted her head to the sky. her eyes widened in fear at what she saw. the moon had a heavy quarter of it missing shattered still within orbit of whatever planet there on. "Wha- What happened here? Was this a skullgirl's doing? Where in the world are we?" her mind was raising several thousands of questions a minute. she felt week in her legs again luckily Samson kept her standing do to the hair braces. "This can't be happening." She said repeatedly to herself tears forming in her eyes she had no way of who she is being stuck somewhere other than New Meridian and she is now in the middle of a new world with nothing but the same dirty uniform and the Parasitic hair monster. She was in fact back to square one, square negative three considering she was now somewhere that not infected at all.

"Hey, Filia... Filia?" Samson trying to get her attention from the mental break down she was having. nothing he tried was working slapping her biting the usual things that got on her nerves that he did when he was trying to tease her. "(come on Samson think.)" he was running through his memories trying to figure out what to do to cheer her up. then it hit him on what to do. he shot a lot of strands in the air crashing firmly into the ground lifting himself upward pulling Filia in the same direction. a second rope of hair shot down the side of her shirt hoisting her sideways like a flag on a pole. he began to move the hair that was roped to Filia up and down to mimic the wind. "(come on, this got to work.)" Samson remembered on a few occasions when he did this to make her laugh and cheer her up. He snuck a look at her diary once and she stated it was moments like this where she really believes that he cares for her which is saying something from either standpoint since he tends to get her a lot of trouble. Samson could argue that Filia was one of the more unique people who he has infected over the years. she put up with him despite all the trouble he causes for his host from making them drunk on accident to getting into fights. unlike most She detested violence but is willing to fight should she need to. Whoever she was before attaching to her is nothing but a distant mystery now.

Filia at first was startled and caught off guard by the actions Samson did. all she knew was she was picked up off her feet and now was hanging sideways moving in the wind. as this happened she couldn't help but laugh. To Samson she was just a kid on an amusement park ride though it didn't help she can't remember her childhood though. "Okay, okay." she kept giggling "I'll calm down." Satisfied Samson began to lower her to her feet. "Let's look around" she suggested eagerly "It's not every day you get to see a world untouched by your own."

They traveled the streets of the for what seemed like hours on the streets coming across what seemed like an open bazar still open. they traveled the bustling street seeing all the stands selling all sorts of interesting things from food goofy looking trinkets basic town merchandise and clothes. She browsed looking at the wares fascinated at what was in front of her.

Samson however was not likening the looks they were getting, himself pacifically. he saw several staring at him "That hair band is kind of scary" a woman said to her friend as she stared the two stared before laughing at the idea of wearing him.

"Hey Filia, I think it's best we find another hat"

She drew her eyes away from the merchandise to notice the staring faces. "Good Idea. I think it's safe to say that our cash is not good around here." she almost shivered at what they had to do. "we may have to bluff our way through it."

Samson grunted with amusement. for once his lying and gambles he makes is about to help them. "Okay, you still got that cloth napkin from the casino?"

She dug through the pockets on her uniform and pulled out a red River King Casino hanker chief Samson used to swipe chips away from some un suspected person. she showed it to Samson who grinned mischievously "Okay listen, the man at the hat shop is clearly not going to listen to me for starters no one expects talking hair. However, Person is going to be a sucker for a charity case, specially an attractive young woman."

"I don't know about this."

"it'll be easy, then we score a job and used it as a cover for ourselves until we find a clean getaway from where ever the hell we are."


	2. two weeks later

**Two Weeks Later**

An Alarm Clock's ring pierced the silence of the room as Filia shot upwards startled from her sleep. She Looked left and right seeing where it was coming from before noticing it on the Bed rest. She sighed in relief that it was not a siren of some sorts as she deactivated the noisy device and got out of bed. Samson seemed to be a heavier sleeper since even her own movement was not waking him. She looked at him still snoring heavily. "(Best not to wake him yet)" She thought to herself as she walked across the shabby hotel room entering the bathroom. She started the shower to warm it up as she brushed her teeth. Samson never used a tooth brush despite that he somehow kept his canine like teeth surprisingly white. She once touched them they felt like teeth to her despite that he does have some form of manipulation of their location as long as it's in her hair.

Suddenly several strands stretched out toward the corners of the room with a yawn that could double as a predatorily growl signified him awakening from the room humidity "Morning kid" his gruff voice mumbled. He never was much of a morning person.

"Morning Samson" She responded slightly less groggy in comparison "Hungry?"

He gave a tired laugh "thought you'd never ask."

"We'll go after I shower." she responded.

After a long shower allowing Filia to wake up and allow Samson time to untie any bed head knots he had. The two walked out of the shower got dressed in Filia's only clothing she had since arriving on this mysterious planet. And leave the room they were in. as they left she grabbed the baller hat they conned of some merchant from the bazaar on their first night.

The inn keeper looked at them angry as they left. They were late on what they owed for their occupancy. Unfortunately, the two didn't make much to begin with as a store clerk for some store that sold brightly colored sand called dust top that with having to buy double what was needed for food because of Samson's parasitism effects need to make sure he doesn't drain her in the process. To his credit he has been more than cooperative since being here due to his lack of contacts in this world.

"I'll get the money payday is today." Filia stated to the angry inn keeper while trying to avoid his gaze.

"You better if I don't get anything to night your ass is out got it?" He stated sternly as he unlocked the front door.

"Sheesh, and they say the Medici Mafia were scary." Samson mumbled from under Filia's hat as they left the building.

"They mean well it can't be helped" She stated rather innocently as they walked to the corner coffee shop.

Sitting in line proved to be no different. many smells permeated the active bistro anyone in there being a high school student from a place called Beacon or a traveler.

"Oh if it isn't the baller cap girl" a medium built man stated looking at her with slight annoyance. "What will it be today on the Tab?"

"The usual but I have what I owe today." Filia responded rather pleased that she earned her first pay last week handing a handful of linen to the man.

He quickly changed tones "Okay then two double shot expressos and two breakfast specials coming up." He turned around and began working on the order as she took a seat at the window looking out at the unusual environment. Flying ships flying to and from the mysterious Beacon academy populated the air as multiple people moved to and from places on the street.

She sighed "it's hard to believe that it has been two weeks since we got stuck here." She recalled the third night when Samson scared some local garbage employees trying to protect her from getting thrown into the back of a garbage truck. The time they got a job interview for a shop called From Dust Till Dawn and had to quickly bathe in a nearby forest river to look presentable. To Filia it was both surreal and funny how they seem to be in the middle of a fantasy comic book. as she was lost in thought her order came up slightly startling her as the food hit the counter.

"two Breakfast specials and two double shots." The teenager said as he walked off. Filia grabbed the food with the drinks on top and left the building turning left on to the market street that was active the night she arrived. She was scanning the streets looking for an empty alley to seek refuge for Samson to eat.

not ten minutes go by before she finds one with no one in it walking into it and sitting behind a dumpster. She carefully removed the hat as Samson fell down her back he stretched two tentacles wrapping around the large coffee and large breakfast box and tossed it all into his gapping jaw swallowing it in one gulp. Filia on the other hand ate a decent portion before handing what left to Samson to devour. She grabbed her cup and began walked down to the dust shop the two worked at. Strapping the apron on as she walked in. it was a small shop cozy in approach bright colors outside and what looked like a jewelry shop mixed with a salon or as Samson called it; a liquor store on the inside. "Boss I'm here" Filia stated as she walked in.

An old man was behind the counter taking inventory his grey hair as always looking like a mad scientist that would turn a sports car into a time machine. "Ah Filia, a little early today." he said rather glad she showed up "I need you to sweep up a little before customers come in."

"I'll get right on it"

"Thank you, I have a delivery I need you to make as well." He stated calmly as he went to grab a broom from the back.

"as you need"

Sweeping took an hour or so Filia tended to do the back last since Samson could do actually help with that part otherwise he would just fall asleep during the day. Luckily doing town Deliveries was rather easy for her since Samson Sped it up quite a bit.

After she cleaned up the front and back she went to the main counter to see what she was delivering. It was two boxes one marked in yellow the other in red same dimensions for the two boxes. There was an image on the yellow one that depicted what looked to be a shotgun shell. "(oh one of these deliveries)" was going through her head as she saw the label. She grabbed the delivery bag and left to where the address said. Entering an alley, she placed her hat in the bag and covered it up and let Samson do his work.

He grabbed two fire escapes and scaled the building in an octopus like approach. Reaching the roof top Filia grabbed the sheet of paper and read the symbols that looked to be an address then cross referenced it with a town map she got from a tourist kiosk. After finding matching street Names she showed it to Samson who just grunted as she ran toward two chimneys Samson Wrapped around them a then tossed the two of themselves over the skyline.

As they hung a left a handful of people saw what looked like a black shadowy figure shoot across the air. Filia noticed the small group "looks like we're going to be on the news again." She sighed looking at Samson who was more focused on what to latch on to next. The two passed across several other building before a decent sized gap between buildings got in their way. "Great that's going to take too long" Filia stated in disappointed "and we were making good time to."

As she was heading to the fire escape Samson spotted what looked like a low moving airship flying about the same distance it was to the ground "Hey Filia, I think I got a faster solution."

She turned to look in the sky squinting from the sun. her eyes widened realizing what he was about to do "Samson don't even think…" she was cut off as Samson extended out 5 tentacles in a starfish like formation shaping them like springs coiling up immense amount of force. "Samson Please don't" It was too late her own hair wrapped around her locking her in place all she could hear was his laugh.

"This is going to be fun" his daredevil grin spreading farther across the presented surface area. Just then he let loose the building tension catapulting the two of the toward the slow moving ship. Filia screaming with fear as they inched close to it. At the last minute before falling he wrapped around a landing gear on the flying machine cascading themselves across the street like a monkey on a vine. They still were high up as he let go of the landing gear and braced her legs back and arms on the drop. He miscalculated his swing however and landed in the alley however.

Their impact left a shock wave in the ground cratering it due to its force. Filia was surprised she didn't break a leg from their landing. "Never do that again Samson" catching her breath from her screaming.

"Pff, we've done worse and you know it." He blew her request off which annoyed her 'Besides the location is ahead."

Filia looked forward shocked at her realization. She straightened out her Apron and pulled out the baller hat she left in the delivery bag. As Samson began to get tucked underneath it she walked to the other end of the Alley. It was an entertainment district bright lights littered the street signaling for dance clubs bars and a few other buildings. She pulled out the delivery form and began to read it again. The names street matched but not what would be in place for numbers. instead has some faded chicken scratch for a description.

"Well this is going to take a while" She groaned realizing just how hard this got. "I how do we deliver something if we don't know the name?"

She began to walk up and down the street looking for some sign that they ordered two boxes of shotgun shells. She was about to give up due when a blonde woman around her age in a leather jacket and matching brown skirt that was longer on the back side approached "You look more lost than some tourists you know" she stated looking at Filia's her attire. 

Filia was doing the same She was a lot taller than her she was right at her neck or so. Her yellow tank top had a design to its left the woman was adjusting her scarf when she noticed he yellow hair "(this woman gives Samson a run for his money)" was all she could think looking at her.

"Hey." the blonde spoke up "are you even listening?"

"huh?" Filia responded shaking her head still lost in thought "Oh uh, I was trying to deliver a package for my boss."

The woman tilted her head "Dust ammo right?"

"Yeah, wait how did you know?"

"I was the one that ordered it" she stated firmly "what took you so long you passed by me three times."

"Not familiar with this side of town." She stated calmly "doesn't help if there is no number on the address only a street."

"I said to the person I'm the woman in the brown jacket and brow skirt. How hard is it not find me?"

"It's hard to tell the clients from the service providers" Samson mumbled he was getting annoyed and it's clear he wants to fight.

"Just sign here." Filia quickly said shoving the boxes and the manifest to her.

The woman rolled her eyes signed the documents then handed them back. She could have sworn she saw her turn red briefly as she wrote her name on the documents but she may have been seeing things. as she walked away she looked to Samson under her hat. "let's just take the bus" she stated tired

 _ **Several hours later.**_

Filia was behind the counter polishing the case when a girl in a red hood walked in with headphones on she paid little mind to her as she continued her work. "Hey kid, when's lunch?" Samson asked under the hat it has been the first time since the delivery he had been active.

"We didn't bring any." She replied "and we owe this paycheck to the inn keeper otherwise were out on the street."

"So breakfast today was all were having? You got to be kidding." Several strands drooped down the sides of her hat as he let himself trop a little.

"I know it sucks, but we don't have your contacts you used to have. What are we supposed to do?"

Just then five customers walked in four in dark fancy suits black fedoras and a red stained sunglasses and a middle guy that was in a white trench coat, Black pants and a black Baller hat that was a lot more elegant in design. He walked up to the counter smug look in his eyes as he approached holding the cane in his hand clearly not in need of it. "Isn't it a little past your bed time?" his smug grin trying to impress her.

"I've heard that one before she responded if you want the manager I'll go get him." She responded wincing a little at Samson's tightening grip on her head.

"Please do I have business I would like to discus with him" the mysterious man said impatiently. Filia eyed him and his other members who entered the store. Even though she easily trusts people she could tell something was off. They reminded her of the Medici Mafia goons that hung around the River King Casino back in New Meridian. But she went to get the old man anyway to avoid a confrontation with them.

As Filia returned with the shop owner she went to the back of the store to sweep up the storage room when a loud crash could be heard from the front of the store. She ran out there to find the front window bashed out a guy on the grown and the girl in red outside on top of one of the men in black suits. Most of them gathered at the window wielding what looked like red elongated Scimitars in their hands. The girl in red on the other hand was wielding a giant red Scythe.

"This world just gets crazier every week" Filia rubbed her forehead almost unamused at this point.

The man in white Who was smoking a cigar stood dumbfounded at the girl. "OOookayy" his mouth muffled by the cigar in his mouth. He looked at his men waiting for order frustrated they didn't seem to get the memo "get her." Shaking his head, he turned and noticed Filia "someone get her to. How sloppy can you guys be?"

Two of his goons ran out toward the red caped kid as the man in white just walked out nonchalantly out there to aid them. Who remained turned their attention to Filia completely confused as to what was happening. She mange to figure it out when she saw the owner tied to the ground. "Filia run!" the man yelled.

Filia however was not listening. Her red eyes narrowed on the two coming after her. "I may not know who I am but I won't run from those who harm innocence" even though part of that was anger talking she was terrified. Must be Samson rubbing off on her a little she thought as she threw the apron to the ground.

The two men approached her. "give it up hero, you don't got what it takes." One of them said using his size in an attempt to intimidate.

"She doesn't" a low growling voice spoke up scaring the two henchmen and the shop keeper. "But I do." Samson tossed the hat on Filia's head in the air Swallowing it whole in his extended jaw. His demonic mop flowed down Filia as his eyes appeared from the back of Filia's head just near the top of her scalp so he can see a little behind him. His sides extended outward forming a set of defensive spikes at her side. The rest of her hair flowed to her mid back acting like regular hair.

The two men lifted their blades at Samson Shaking in fear from what they witnessed. "what kind of semblance is that?"

"who cares?" the other spoke panicking "kill it."

The two charged at Filia just for Samson to grab them with his tentacles and flinging them into the store shelves. Filia then positioned herself in front of the manager who was shaking in fear at the creature spawned from his employee's back. Samson moved his tentacles toward the man who began Screaming. He wrapped him up and moved him to the back room as the two were getting back up.

The one facing Filia attempted to cut at her forcing her to side step from her position. She punched back though it did little to the man though. Samson on the other hand watched as the man attempted to attack Filia from behind only to get stabbed by several very sharp split ends. He then sent a tentacle around Filia wrapping the man in the hair throwing him at the guy he just impaled with the jagged ends seconds prior. The two got up Staring furiously at the torrent that was throwing them like a used tissue. One of the men ran straight for Samson and Filia angered the other began to charge at them. The other one reached into his jacket a pulled out a grey device with a barrel attached to a handle "(Wait is that?)" was a Samson asked himself before the man fired missing him luckily. "Kid, don't stop moving. Unless you want more lead in our diet." Filia turned around to see the man with a gun right as the man with the Scimitar dropped a vertical slash at her. She tripped him suffering a minor cut to her left cheek. The two of them almost simultaneously grimaced in pain. Samson out raged at the sword wielder picked him up and slammed him against the ground like a primate angered at a branch. Smashing the man contently with no remorse.

Filia watched scared at his rage "Samson, calm down he's out cold." She yelled to get his attention Samson heard her as he threw him right out the other window shattering it. The red hooded girl was missing as well as the man in white the two that chased after her however where out cold on the ground.

She sighed with relief that Samson did not kill the person. She fears the day he decides to go over bored. Though as he did say once. "Why would I kill someone? It's one less bloodline I get to infect." He always avoids killing but wouldn't back down from a fight. His antics in New Meridian were more than enough proof.

Her flash backs were cut short at the sound of a clicking. She refocused to see the man pointing the gun right at her head. "Good riddance, freak" he muttered as he pulled the trigger. Causing her to fall to the ground.

Time at that moment stopped for her as she fell. "(So this is how I die.) she spoke melancholic. "(No idea who I am, or who my family was, just here, on the floor of this strange shop on this strange world in a robbery attempt.)" She began to go to sleep let her last moment be peaceful. Her body hit the floor no movement.

 _ **Seconds earlier...**_

Samson saw the gun pointed at her "Kid? KID, SNAP OUT OF IT! FILIA!" quick to react he used his hair and wrapped it around her legs.

"Good riddance, freak"

 _ **BANG!**_

Right before the gun went off Samson tugged on her leg knocking her over. The bullet missing her by centimeters though grazing Samson.

Filia feeing Samson's pain woke right up breathing heavily coming to the realization that She isn't dead. "Let's not do that again" she panted as she got up. "Samson you alright?"

He opened one of his eyes "It'll grow back." He growled the damage the bullet did already repairing itself.

She Sighed as she drew her attention to the man Clicking the gun again. "What? out of ammo?" he began removing the magazine quickly. as he cocked his pistol and pointed it at Filia's face who was now right next to him red eyes Glaring at him. He pulled the trigger to only see hair wrapping itself around his firearm. He let go of it falling backwards Shaking with fear.

Filia bent downward smiling at him with a pacifistic aura of calm to herself. He felt at ease. Until she decided to turn around to see hair now spanning her entire backside forming something terrifying and canine in appearance. The black wolf head stayed there staring at him upside down. It breathed on him as a menacing aura infected the area around it. It let out a powerful roar that sounded more like a bear or dragon if anything. The assailant screamed in response before fainting.

"We'll that takes care of that" Filia smiled as Samson reverted to normal grinning with glee at what has happened. Her eyes shot upward in realization "Oh right, my boss" she ran to the closet they put him in. "Boss you okay?"

He nodded shaking badly.

She Smiled in relief then turned around looking at the trashed store. "I'll clean this up tomorrow don't worry it'll be done fast since you know about Samson now." She was trying to be comforting though she doubts it was working.

"That won't be necessary" he said making Filia look at him puzzled "Your Fired." Her eyes widened. "I'm doing this for your own good." He reassured her "your abilities would be more useful elsewhere than here. but for now leave the police need to talk to those at the crime scene you included." Sirens could be heard outside getting her attention She grabbed her hat and placed it on Samson as she walked out to meet the police.

 _ **Hours Later**_

It had been a long day for Ozpin. Between several meetings with the other schools of Remnant and preparing Beacon Academy's first year inauguration challenge this was the least of his worries. Today alone he had interviewed Blake Belladonna, a former White Fang member and Ruby Rose, a student from Signal Academy. The two proved to be unique students to say the least. He was about to call it a night until Professor Goodwitch interrupted him with footage from the robbery showing a third man getting tossed out a window thrown after several powerful crashes are heard. Followed by a few gunshots and a bloodcurdling roar that actually shook the camera. Shortly afterwards a girl in a hat walks out to be confronted by Goodwitch the huntress on duty at the time and local authorities. Everything seemed normal until Goodwitch got a disturbing presence from the young sixteen-year-old woman. He agreed to sit down and interview her. He waited behind the glass taking note of her as she talked with the officer.

From what he saw she looked to be 5' 6 black haired in what maybe a school uniform he did not recognize though the biggest draw back on her was the white baller cap she wore. She clearly was hiding something. "Mrs. Goodwitch." He spoke up She looked up as to acknowledge him speaking to her "What do we know of this woman?"

"Name is Filia. No last name given" She stated clear and to the point as usual. "age 16 she thinks, no place of residence though she said she has been staying at a cheap motel across town"

"What nation?"

"None given" she spoke grimly. "she claims that she is from a city called New Meridian."

"New Meridian?" He never heard of this place.

Goodwitch nodded again. "That is all she gave us for information."

Ozpin hummed to himself watching her sit there alone when something caught his eye. She began to speak again "Curious" he muttered "Let's not keep her waiting." He went to enter the room this mysterious girl was in.

As he entered the room he eyed the woman in question. Goodwitch was right, even though there was only two of them in there it felt like there was a third more dangerous Presence in the room. "Mrs. Filia I presume?"

"Yes."

"My name is Professor Ozpin" he spoke calmly "I would like to ask you a few questions"

"Okay"

"why didn't you put a last name on file?"

"I don't know" He raised an eyebrow at her response "Oh, my last name, I don't Know it."

"No memory of who you are?"

Filia nodded. "It was about a year ago when I woke up with no memory of who I am." she explained.

"Surely you decided to investigate as to who you were. I'm certain that you would be on file no doubt."

"The police have more concerning issues than a woman with no memories" She concluded Ozpin gazed at her watching her movements carefully observing details on her. she never seemed to be lying.

"I see." He calmly understood as he took a sip of his coffee before asking the next question. "You told local authorities you are from New Meridian yes?"

The mysterious woman nodded again.

"You are aware that it does not exist, yes?"

Filia shook her head. "It is a real place. though if I said where it was no one would believe me."

At this point Ozpin decided to humor himself and see how she plays this. "Try me." he stated as he showed her a map of Remnant. He patiently waited to see her response. to his shock she began to snicker a little.

"It will not show up on this map because it does not exist in this world." she said while being reserve in her actions.

"You by chance have proof of this place's existence."

"Yeah, my School uniform." she responded quickly.

"anyone can fake a uniform." he stated bluntly looking it over. as he did something caught his eye a single strand of hair moving as if to adjust its self before going back into the hat. "Regarding the incident tonight, can your account for the events prior to Goodwitch's arrival."

Filia nodded again as she began to tell a semi true story suggesting she was just a bystander. her story was in consistent however and Ozpin saw right through it.

"you never mentioned the roar that Mrs. Goodwitch had on file." as he stated it Filia looked up at his confused

"Roar?"

"Indeed current speculation is a Grimm sighting in the city was responsible. but now, I think your statement of not being of this world is more accurate." his eyes narrowed at Filia her hat unparticular.

She was nervous someone was about to discover Samson. this could be good or bad. she looked at Ozpin just staring with a blank face. she suddenly took a deep breath. "Okay you win we fought the other two perpetrators."

Ozpin's face remained unchanged as he looked at her "We?"

Filia sighed as she removed her hat. her hair cascaded down her back as she turned around. At first it looked normal side from a weird hair band that seemed to look like jagged teeth. until two yellow pupil-less eyes began to appear glaring at Ozpin. "You certainly have a unique sense of hair styling. the accessories make it look as if its alive" he stated still observing the face.

"Who are you calling an accessory?" a low intimidating voice came from the moving lips of hair that lays in front of him. He clearly wasn't Grimm in origin. but in comparison to Filia this entity seemed more vulgar and aggressive. This came off as concerning to him, in his experience this would what he could call a wild card.

"I assume this is who you refer to when you said we Mrs. Filia?"

"Gee did it take your Degree to solve that one Einstein? Outside of you and her there is only me."

"Samson" Filia blurted out tightening her grip on her hat.

Ozpin looked at Filia who the moment was blushing over Samson's brash behavior. "Filia what is Samson exactly?"

"What?" Samson barged his voice into the conversation "Never heard of a parasite before."

He raised his eyebrows to the creature "Parasite?" Samson's grin widened a little as he spoke.

Filia spoke up before Samson could give the wrong opinion of them or worse, killed. "Samson, is a Parasite." she continued "Where we are from creatures like him will infect a host till their death." she gestured to herself as she spoke though there was a lot more she had to say. "In exchange for feeding of their host's nutrients they provide to the host as well. In my case, Samson Manipulates my hair to be used in daily life or in a fight. He also has enhanced my endurance and strength."

"I can't imagine that he provides that only in exchange for nutrients." Ozpin stated rather suspect of what she had said.

Filia again nodded as her lesson of New Meridian continued "Because of him being attached to me he is possibly linked to my memory loss as a byproduct. We share the pain that we go through, eat three times as much, and should he be removed against his will both of us will die. that is just the parasitism effects."

"I imagine the other issues come from your partner's own sentience?" The aged professor began to seemingly understand her disposition when dealing with the monster attached to her backside. "If I may ask a question." Filia looked at him with curiosity "would you be interested in putting Samson's abilities to good use?" Filia's red eye's stared at him more intently clearly interested though Samson quite the opposite.

"I'm the head master of Beacon Academy no doubt by now you have heard of our establishment." he presumed as Filia remained quiet. "Someone with your partnership would make a dangerous opponent for protecting innocents from Grimm."

There was that word again Grim. "Why is this world afraid of an outlook on life?" Filia asked.

"You don't watch TV?" Ozpin asked surprised at her question. "Grim is an outlook yes but, I'm referring to the creatures the people of Remnant call Grimm."

"Black furred creatures, bone armor, red eyes and markings?" Samson clarified

"so you do know them." he responded a little relieved that they would start from a very bad disposition.

"Yeah One attacked us the first night we arrived here on this damn planet" Samson was more angered that there seemed to be more of them.

"So I take it You are interested?"

Filia looked at Samson whose menacing grin twisted into a look of pure malevolence. Filia however sighed and looked at the professor "Very well, we accept your invitation. But I would like to keep Samson hidden from the student body until I feel they are ready to see him."

"Very well." Ozpin stated as he stood up. The flight to Beacon Academy leaves tomorrow please be ready." He was walking out the door before he turned around looking at her "I look forward to observing you."

Filia sat in that room for several minutes before looking up at what she could see of Samson "What have we got ourselves into?"

"Hell if I know, but it sounds like fun." was Samson's view of it was a lot more optimistic than it usual.

"(Guess I made the right choice.)" was all that Filia thought as she got up and went back to the hotel room to prepare for the trip.


	3. Day zero

Filia for most the trip to Beacon had kept her eyes closed. It's clear to her that her chances of returning to New Meridian have dropped to rather unfavorable odds. With no roof over her head because of getting fired the night before she has ended up attending yet another school. "No point in hiding it Samson, we are never going to see the towering buildings of home again." She said opening her eyes and looking up toward Samson's hiding spot before continuing chuckling at a statement she said several weeks ago "Guess I really was meant not to find out who I was"

"Maybe if you are lucky enough, you will get bashed in the head hard enough to remember." Samson's sadistic statement did have truth to it. Two months after she got infected she did try that just to end up with a mild concussion.

"I'd rather not take the risk." She sighed as she scanned the flying machine's passenger bay. There were a lot of students here to her left she saw an overly dressed woman in white, based on her looks she came to the conclusion that she maybe of noble birth. The last time she encountered one of those types Samson did not get along well with her, course it did not help when said noble happened to be both a fake and certain Egyptian dressed psychopath that apparently killed several of his pasts hosts.

She continued her scan of those present. A quiet out of the way black haired girl. a couple one that was reserve the other less so, a yellow armored woman with quiet the crowd apparently some of the rumors on the ship is she is some kind of huntress prodigy and a celebrity because of it. The last two that caught her eye caused her to dive her head back into the newspaper she picked up this morning to fake reading it. The reason being is she recognized the two. The tallest of the two was the woman she delivered the shotgun shells to. She was busy strangling or bear hugging hard to tell from this angle a small kid in a red hood. Filia could tell she was the one from the robbery last night. She got up and began to make her way to the front of the flying ferry so she wasn't noticed by them.

As she arrived toward the front the ferry conveniently managed to doc at the same time. She waited patiently looking toward the metallic door to see what the school looked like. Several students had gathered behind her at the moment the heavy doors began to fall. To Filia it was like the grand curtain of a theatre opening to the stage of a musical as Beacon Academy lied behind it. The school looked like a castle from a fantasy setting. Course, that wasn't too surprising to her anymore. Everything in this world felt like a fantasy novel revitalized. She was about to walk when a blonde boy ran past her in a hurry to vomit his insides out.

Filia stared at him as she walked on careful to sneak past the two from yesterday who were gawking at weapons that some of the people had. The one in red seemed to really, really like weapons. "(She's make Peacock envious of her weapon knowledge.)" was all that went through both Samson and Filia's head as the two passed unnoticed Thankfully.

"Why are you avoiding people kid?" Samson finally built up the nerve to ask "You know it will do you some good to begin getting some of them to trust so you have people you can rely on in the future." He was speaking from experience it was how they always had shelter back in New Meridian. Samson knew a lot of people granted a good portion were also infected with a form of parasite or a creature from the cities dark underbelly.

"It is as much for our sake and for there's. we don't know how they will react to you. all together you and I are foreign matter from a world that suffers different problems as a whole." She continued her reasoning "The biggest difference is a person with a hat is less conspicuous than a person with living hair. We do not know what will happen should they find out about you so I would like to keep those who know about you to a minimal number for now."

Samson grumbled as he began to shift himself into a more comfortable position under the baller hat as she continued to explore the campus. It was massive to say the least it wouldn't surprise her if this place was at one point an actual castle. It sucked to her that she was in a world where her history was bordering a toddler.

As she contemplated that a crowd rushed past her knocking her forward a little. She quickly adjusted her hat just to have it nearly blown off her from a concussive shockwave that originated behind her. The heat from it felt intense. She quickly turned around to see two people completely covered in of them was the woman in white from before now mostly charred from the front and back. The other the same Little kid from before. She listened in to their talk or more accurately put lecture from the "noble" as Samson would put it.

"What were you think?" she stated rather frantic "aren't you a little young to be coming here? Beacon isn't any ordinary school were here to fight monsters."

Filia began to tune the two out a resume exploring the campus. "Whatever we do let's not Piss her off" Samson said sarcastically She could tell Samson wants to scare that woman bad.

"Samson please don't, she seems to be rich. I don't want to get kicked out of our only shelter, or worse end up on a mafia hit list." Stories of the cat burglar/vigilante, Ms. Fortune entered her mind. She encountered her once, but they never paid much mind to one another. Last she ever heard about her was she was planning on stealing a bank's vault worth of dirty cash from a Medici Mafia Laundering front to donate to an orphanage in need they retaliated by hiring some assassin to take her out. she can't say she approved of her when she gets violent but, she did like the idea of helping those in need.

After walking around the campus she managed to find an empty plaza to rest in. she sighed as she reached into the bag she had brought with her and pulled out was looked to be a pocket radio. After waking up this morning and getting evicted from her room she wandered the streets and bought the old radio from a second hand store as well as a collection of her favorite music genre, jazz and a few radio drama works. She pulled one of the weird cards out of their case and inserted it into the radio and switched it to the track setting. She almost dazed off to the smooth jazz track before a shadowy figure blocked her blurred path. She opened her eyes to see the kid in red from the other day and the blond kid who threw up when they arrived.

"Hey you were at the dust shop yesterday." the girl spoke up after a quick look over Filia's attire which was rather poorly kept. "You heading here to?" Filia nodded though remained quiet. "I didn't know you were training to be a huntress." at this point she was holding what appeared to be a load of energy. "what's your name anyway she asked rather calmly."

"It's Filia"

The girl in red seemed satisfied with her answers. Filia gestured to her causing the kid in red's eyes silver eyes to widen "Oh right, I'm Ruby and the person that was throwing up is Jaune." as she said his name he held up a hand and waved.

Filia did a more in-depth look at the two of them she has only ever seen Ruby from either behind her or from a distance. She was about the same size as her with black hair though it seemed to show traces of red She was not sure if it was because she had highlights or if it was natural. clothing wise it was hard to miss the red cloak she had on. the rest of her attire consisted with a Black dress and Black corset with red strap. "(This kid makes Parasoul look more colorful)" was going through her head. the rest was not helping her case. with black stockings and what looked like black boots with just traces of red on most of her clothing.

Jaune on the other hand was what she would regard as slightly more confusing in design. simply put he looked like an average high schooler on his day off after he decided to join a renaissance fair last second. a Black sweat shirt with a hood with a set of plate male only on his chest and shoulders. down below was only a pair of blue jeans held up by a brown belt underneath a second belt that held his weapon, a sword. "It's a pleasure to meet the two of you."

the two of them weren't sure what to make of Filia, her head was covered by a white Baller cap with a Black band wrapped around it. her basic clothing consisted of a stained white button shirt with two pockets on it. a small tie hung from her neck but it has been torn to a point it looks like a mix between a scarf and a choker, she has considered getting rid of it on a few occasions. a belt is wrapped around her to keep her skirt on. worn down purple stockings that head down to her surprisingly minimal damaged shoes. "So where are you from?" John asked curious given her attire.

Filia looked at the sky trying to think of the best way to describe where she is from. "I'm from a, uh, Major Metropolitan that is a long way from here." She said quickly hoping they don't pursue it.

"So from Atlas?" Jaune asked to get clarification.

"(Crap.)" "Yeah let's go with that." Filia stated quickly without hesitation. It wasn't like she wanted to lie but telling it to the wrong person and she may find herself in a strait jacket.

Ruby stepped in "So, what do you use as a weapon?"

Filia raised an eyebrow "Excuse me?" That was one of the most direct approaches she had ever witnessed from anyone maybe outside of that weird nurse she encountered one night. even then they never walked up and asked how do you fight.

"In combat what do you use to fight?" Ruby began to ask again.

"My, uh... Fists." Filia blurted out panicking.

Ruby didn't seem convinced, or she was disappointed, it was hard to tell with energetic types. "You do all the, Wahhhhh. Yaaaaoooo?" as she spoke she began to make series of ridiculous poses that a b rate martial arts film would produce. Filia and Jaune had to take a few steps back as they stared at her dumb founded as she did this. Ruby realized she was being stared at and stopped without saying a word

"Okay I'll be forth coming" Filia spoke "I left my weapon at the shop a few hours before getting on the ferry to here." though She was lying it was better than saying "I have a head of living hair that shapes shifts into salon/animal figures as she strikes." She still was going to beat herself over this one a good portion of the time she has been on Remnant she has done nothing but lie. to a degree it sickens her. she hated being lied to and now she has to do it to keep a very hard to control secret.

"Oh I see, well this is my weapon." she held out a red weird looking briefcase. Suddenly a stick shot out of one end. it looked like it could double as a gun barrel the middle section of the pole stayed the same mostly but the device was now close to double Ruby's size. the end of the long shaft began to flip showing a giant blade slide out. "This is the Crescent Rose." she stated proudly "I made it myself, all the students at Signal have to."

"So death wears red" Filia stated she heard that line somewhere though not sure when she was certain though this was a great implication of such a line. "It's a beautiful device." Ruby took a stoic pose as she complicated the giant bladed weapon. She looked at Jaune with curiosity regarding his weapon.

"Oh my weapon doesn't do anything like that." He was a lot more modest than she was expecting. "It's just this sword and a collapsing shield."

Filia nodded to show signs of Acknowledgment before looking at them. "those things must to be heavy to lug around." she realized that both devices had a lot of weight to them The crescent Rose particularly seemed to look very heavy.

"Not really." Ruby said as she waited for her weapon to refold back upas she continued to speak "I would love to see you weapon when I get a chance" Filia nodded.

Just then a speaker went off. "all first year students please procced to the entrance hall." it announced before going back into silence.

Thee three of them upon hearing the message and left to the entrance hall. it was huge to say the least at best the larger than New Meridian 's gym but it gave several theatres' a run for their money. the three of them parted ways to find a place to sit. Ruby rand towards the yellowed haired woman from before while Jaune just walked off sad over a lack of people to talk with. Filia just stayed in place listening to the speech. if it was one way to describe it was generic. this Ozpin person while Charismatic in approach could be called fairly dull. All Filia got from it is there is experience and knowledge go hand in hand. It is probably safe to say it was just the speech they give every year to make a student feel intimidated. The bond woman known as Goodwitch gave them their instructions.

 _ **hours later**_

Beacon's ballroom was no different in approach to this place gigantic grand and an absurd amount of mixing of fantasy and science fiction. Filia however realized that this was going to be a hard night to get through. She was stuck in the middle of a room with a lot of wandering eye teenagers. Samson could easily be made. "Looks like we're going to be first to awake last to sleep tonight Samson" she sighed as she went to put her radio on again this time with the radio adventure drama: Trials of the Discarded. She was in the middle the episode when two figures loomed over her. she looked up to see Ruby with the Blond woman again. "Ruby, to what do I owe the Pleasure?" she decided to keep a form of formalities since it was getting a little late.

"I came by to introduce you to my sister" she waved her arm in the blonde's direction.

"Hey the names Yang." She waved with a rather care free approach.

"We've meant before." Filia responded while keeping her attention on the two. "I was the one that delivered your shotgun shells."

Yang looked at Filia before making the realization herself. "Wow, talk about a change in careers. So you have any training?"

Filia stared at Ruby for a quick second before answering "some, most from street fights my associate puts me in."

Yang looked at her rather dumbfounded "Nice choice of friend Ruby" she mumbled to her younger sister. afterward she shot her attention back toward Filia "Bet the initiation will be fun don't you?" Filia remained quiet distracted by her radio. much to Yang's annoyance "alight enough radio for a second" She stated reaching down and pulling on the cord of her headphones disconnecting them. Filia shot her head up. "answer my question."

She rolled her eyes "how would I know? I'm new here." She watched as yang's eyes flash from purple to red like that time she was delivering.

"You are like the Ice Queen you know that?" Yang's hand was twitching it's possible that she has a shorter fuse than either Samson or Peacock which was saying something since both would be willing to get into a fist fight easily. Yang however managed to cool down a lot faster than the two of them combined "Fair enough, even I don't know what to expect I just hope it will be fun."

"I doubt that will be the case." Filia spoke up "The last school I went to had an entrance exam it was a two hundred question quiz." Filia may not have much memory of her past but hearing students complain about it when she attended made her certain it was something she had to do. "based on what this place looks like." she looked around the ballroom Elegant free of fault, and beautifully crafted "I imagine this place is no different."

Yang sighed "Well let's keep that a positive thought." She continued smiling that same kind of grin Samson got before a fight, or a big meal. Filia began to come to the conclusion she can't be too bad if she was close to her sister. "Well, I'm going to hit the sack" Yang yawned "I'll see the two of you tomorrow for the entrance test." she walked off still stretching.

It was just Ruby and Filia accompanied by the two's awkward silence. Ruby began to get nervous as Filia calmly read her book as her radio played. "Well I'll see ya around" She stated awkwardly as she left.

As she left Filia looked up at her. She contemplated how much she could trust Ruby she seemed to be very kind and willing to see things without over reacting albeit a little childish. "Hey Ruby." As she called her name she stopped and turned. Filia hesitated again before speaking "you said you'd like to see what I use as a weapon, correct?" at that moment Samson tightened on her head. "I'm not showing her now to many people." She whispered so only He could hear her before turning her head to Ruby. "tomorrow after the exam I'll let you see it."

Ruby stood silent but then nodded showing signs of excitement. an hour goes by before everyone went to sleep except Filia who looked left and right at the room. before removing her hat for Samson to stretch and eat a bunch of the simple snacks she took with her. "So, you trust that kid?" Samson's mouth was full of junk food and wrappers from Filia's bag. She simply nodded as he swallowed. Samson sighed "I'll be honest Filia you are a terrible judge of character." His tentacles reached into the bag again to pull out more of the food stashed in there. "But if you prove to be right on her I'll try my best not to scare her too much, like I said you need to build up your contacts and that requires you to build trust in each other."

"Thank you Samson" Filia yawned a little must be close to midnight. You may not need to sleep for a while but please wake me up early. I think it's best we get cleaned up before others notice you."

"Yeah, sure thing kid." Samson said looking into the bag for more food. he looked to see her out cold. "(guess even she gets drained easily.)" he thought as he scanned the room while avoiding any patrolling teachers till the dawn of the next day.


	4. Split ends

The Ballroom was quiet with only a few early risers moving to get up. other than a few students who were keeping it down for others not much was going on. those who were up where either talking or cleaning up their area they stayed that night. Blake was sitting reading her book some more before getting up to take care of a few things in the bathroom. She was about to turn the page when the doors to the ballroom swung open. Blake quickly looked up to see a woman in white hair and jackal ears ran in "MONSTER, MONSTER IN THE BATHROOM THAT WOMAN!" she continued to run screaming until several students approached her.

"Hold up, what happened." one of the two students asked her

 _ **30 minutes earlier**_

"Kid."

…

"Hey kid, wake up."

Filia began to budge a little but not much. "Looks like it was Samson's turn to wake her up." A low voice echoed in the silent chamber as Samson noticed the others stirring in their deep slumber. He general expects this from teenagers he himself had affected a few in his time. He often woke them up early for three reasons: a threat, or hunger. This would be the first time he was doing it for a reason that did not in some way benefit him. did not help him resist the urge to wake Filia up in a twisted manner.

He grinned mischievously as the idea came to him. He noticed to a small half full bottle of water nearby. he slowly unwrapped his lochs to grab the bottle and twist it's cap off. he then inserted one of his tentacles into the bottle getting it wet. as he removed the wet hair from the bottle he looked down at Filia "(this is gonna be great)" is what he thought barley able to hold in his laughter at the situation.

He proceeded to jam the wet hair into Filia's left ear causing her to wake up instantly. gasping for air thinking that something was coming to attack her or worse Samson left her to die. she examined everything in the room to find no monsters or active students anywhere. she looked down at herself no signs of a gunshot wound. she then pulled the hair that was in her ear. her face curdled from anger. "Samson, why?" 

"Cause." He stated grinning ear to ear thanks to his prank. he was satisfied with his work waking her up while scaring her. to him it was a win-win situation.

Filia sighed annoyed at him as she got up to get her daily routine taken care of before anyone awakens. She walked toward the bathrooms looked left and right before removing the night cap she had covering Samson, undressed and entered the shower. while in their she thought about the two weeks she has been here.

So far, she knows that a device the Anti-Skullgirl Labs made to what she figured is implied by the name of the organization, Stop the Skullgirl should she resurface. So far, the world they sent her two was unusual. Some of the people here reminded her of the bizarre characters Samson had introduced her to back in New Meridian from either being a reliable ally to a random fight he picked at her expense. "(Would a being of such power survive here?)" the question filled her head. She knows the last one was so strong it required three whole nations to defeat her. yet this world has several unusual advances in comparison. where she was from an Airship called, blimps dominate the skyline of New Meridian as cars ruled the streets until the late hours of the night. they had creatures called ferals that were much like any human though more animalistic traits in them. the biggest thing for her comparison is the world's lack of parasites. She began to theorize that these Grimm as they are called were the closest thing to the parasites of her world.

While lost in her deep thought the door to the showers open a woman with jackal ears white hair entered she was a little taller than Filia and have air of arrogance about her. unfortunately, Samson was the one to notice. the woman stared at Samson who was staying completely still to her Samson was nothing more than a pair of hair pins and a head band designed to look like teeth. "You left your hair accessories on idiot." she responded trying to be smug.

"Idiot? We're not the ones trying to look like some discount Ms. Fortune, Try cat ears next time you dolt." Samson's response caused her to fall backwards onto the ground. her thud caught Filia's attention who cocked her head to get a view of behind herself to see who fell. she still had a spaced out look though as if she is half paying attention.

the Jackal woman pointed her shaky hand at Filia "How d-d-d-did yo-u-u do that" she stammered looking at Filia.

"I'm sorry." Samson spoke up as he began to wrap Filia up in hair with sinister smile showing his teeth. "She's indisposed of right now. "But that's okay, you will be joining her soon." he shot two tentacles at the woman's feet as she got up and fled the room screaming.

"Samson, that was uncalled for." Filia scolded him for his actions.

"I know but between you and me" he leaned his mouth closer to one of her ears "it was worth it."

Filia rolled her eyes. "We need to dry and leave now before others come." she said scrambling to wrap a towel around her as Samson wrung himself out then covered himself with a towel as well.

Right as she predicted two teachers barged in weapons aimed right at her. Filia did her best on acting scared by their sudden appearance. to appoint that they left confused as to why someone was yelling monster. "we cut that to close Samson" she let out with a heavy sigh.

"Yeah, but that face, so worth it" as usual Samson decided to shrug off his criticism about how he treated the unexpecting student.

Filia rolled her eyes annoyed as she dressed. Samson decided to wrap himself up into a single pony tail for the day as she placed his hiding place a top her head. "Let's get something to eat, it's going to be a long day." Samson just snickered with delight toward the idea of food once again. She left the large washroom staring at the grand ball room mostly everyone as awake thanks to Samson's stunt She did not approve of such action. but nothing could be done now.

Ruby noticed her as she scanned the room. she began to approach before a woman in white grabbed Filia by the shoulder turning her to her attention. "Hello." she said trying to look diplomatic. Filia recognized her as the woman yesterday who was in the explosion with Ruby. She seemed to be dressed in her "normal clothes" normal meaning Filia may have been able to afford a sleeve if she worked four weeks without food or lodging. her hair was done up in a ponytail bun hybrid that stretched down to her lower back.

"Can I help you?" she asked cautiously.

"I never introduced myself My name is Weiss Schnee. If you are not aware I'm trying to get the one up on the competition. I would like to know what references you have" she stated blunt, straight, and to the point much like a business woman.

"(Am I being interview?)" she asked herself before answering her question. "I worked at a dust shop for a while."

"Oh, so you've worked with the Schnee dust company?" she tilted her head surprised by her answer. "How long?"

Filia blushed knowing that her reaction will not be friendly as she spoke "A week and a half."

Wiess's head tilted down ward almost dumbfounded "Pardon?"

"I worked for only a week and a half stocking shelves and cross town delivery."

"So, your semblance has to do with speed."

Filia tilted her head confused at the word semblance "what is a semblance?"

At that moment, the business woman rolled her eyes and walked off with no further questions. "(Must be something important)" Filia thought as she stared at the white-haired woman walk off. it's hard to say why she reminded her of Parasoul but at the same time she doubted the two would have got along given the cold shoulder the two give to those they have no tolerance for.

"I see you meant the Ice Queen, Weiss Schnee." Ruby's voice came from behind "Don't worry there is not many that like her apparently." She stated being rather mix of melancholic and scared. Filia wouldn't blame her based on what she heard of the Medici Mafia children they get away with a lot with little or no repercussion. It was a reason she rooted for some vigilantes to take action them but detested them for their violent approach. granted, she knew her view was hypocritical in nature.

"I'm not too worried." Filia turned with little sign of fear. She lacks a whole lot of total jurisdiction. If she was where I was from I know several people that would clean her clock."

"really? that sounds so." she paused. a surge of hyperactive energy could be sensed on her "COOL" she exploded "WHOARETHEYWHATARETHEYLIKEDOTHEYFIGHTGRIMMCANWEHEADTHEREWHENWEGRADUATE" her questions spammed out of her faster than Filia could track them. she was hoping Yang was around but no actual luck.

she began to attempt to calm down the hyperactive teen "Calm down I don't think we need another episode." She breathed as she slowed her pace "I'll answer your questions over breakfast okay" she paused for a second "actually, I'll let you meet one and tell you about where I'm from after the exam." Ruby's eyes increased two sizes she doing her best to not explode again.

"So, I get to see your weapon and speak with them this so cool I can't wait." She was really trying to hold her energy as the two left to get breakfast. The dining hall was active at the time of their arrival. The two got in line as Yang approached the two of them. She maybe more of a morning person than Filia thought since she seemed less groggy than the people with her personality. The three of them grabbed the food that was being served Pancakes. each of the three grabbed their own amount the total score at the end was Ruby three, Yang five, the two turned to see Filia however had a total of ten pancakes.

"Wow," Yang stated looking at her almost dumbstruck. "and you are going to eat all of that." She kept eyeing Filia's tray the stack of flapjacks must have weighted about six pounds. even the girl with orange hair seemed to have less than her and she had six total.

Filia nodded while blushing "I didn't always eat this much." she stated looking at the stack "but I just got to a point where I need more calories than you would expect." She ate about three of them slowly as Yang and Ruby sat beside her trying to figure out who they want on their team. "Team?" Filia questioned as she looked at the two of them.

"Weren't you paying attention?" Yang asked "Prof. Goodwitch's instructions said tomorrow we will be put into groups of four." Filia's eyes widened hiding Samson may have got a lot more difficult than expected. "Rumor has it is our first partner is selected during the exam." Yang continued.

Filia gulped a fork full of her breakfast before speaking "This stinks." Yang shrugged it off but Ruby was nodding in an agreement. "I hope I get stuck with one of you two however."

Ruby shot her head up exited yet again "we should try to get together during the exam our team will be unstoppable." Striking a stoic pose on the table. Fili took the moment to slip Samson a full Pancake to tie him down for a few minutes. Yang on the other hand just stared rather amused by her sister.

"All Students attending the entrance exam, please head to the Cliffside." a speaker broke the noise of the bustling cafeteria. Several students left toward the locker rooms to get their weapons.

"You coming Filia?" Ruby asked as she left that way with Yang. she shook her head. "Oh, okay I'll see you there then." with that the two left. most students left toward the cafeteria giving Samson a chance to feed.

"So, what you think this exam will be like?" Samson's mouth was muffled from the food, plate, and glass in his mouth. he kept crunching on all of it before swallowing it into who knows where.

Filia shrugged as the two approached the area requested. off in the distance she saw Ozpin and his assistant Goodwitch. the two looked at her for a second. "I presume you and your partner are ready?" Ozpin asked looking at the two of them. he observed the two of them Samson was rather calm as Filia was holding onto the hat he used as a disguise. "While I normally expect that most students to know exactly how they plan to go about I think it may be best to answer any questions you have. if you can think of any" Filia just shook her head as she put on the baller hat. Ozpin nodded as he spoke "As requested any camera feed featuring Samson will not be shown to the student body until you deem it fit. however, we will record you to understand your relationship with him."

"Seems alright" Filia said turning to see some of the students who arrived. Several seemed to be ready Jaune however seemed nervous the red head behind him was trying to reassure him. "(Guess I can't blame him for being nervous.)" She thought feeling the butterflies in her stomach to.

After ten or so minutes everyone began eyeing each seeing who would make a good partner or trying to find who to partner with. all of them were eyeing someone. Ruby her sister. Yang was starring forward. Jaune seemed to being trying to look calm, it kind of funny to Samson. She did make note of the red head eyeing him almost in a very friendly matter "(must have a crush on him.)" at least that's what Filia figured.

"For years, you have trained to become warriors." Ozpin spoke giving his speech. "And today your abilities will be evaluated"...

Filia's attention was cut short however when Samson decided to speak up in her ear. "Ha show's what he knows. Looks like we have an upper edge here I've been fighting since before they were born."

"Samson" Filia mumbled "Not now this is important."

"What they are just asking us to track something it's not like they'll-" Middle of Samson's thought Filia was catapulted into the air. "WHAT THE HELL?"Samson and she were both caught off guard as they were flying over the forest at high speeds.

"Ohcrapohcrapohcrapohcrap" Filia screamed constantly as she was flying in the air at high speeds. many of the treetops still a good distance away from them. "They never told me about this." she looked behind her to see the others trailing at higher speeds. she watched as they flew by her their arcs a lot lengthier than hers she turned her head to see Jaune screaming behind her.

"You didn't see it coming?" He asked still mortified. Filia nodded "Don't worry I didn't see it either, you by chance Know a good landing strategy" She shook her head. He was about to ask another question when a red javelin came flying past catching him by the hood as he crashed into a tree.

Filia winced at watching that crash into the brush below. Suddenly an idea came to her. "Samson," She spoke getting his attention. "Hairball." He grinned at the idea. She began to go into a fetal position as Her hair began to cover her in a heavy soft shell. by now they were close to the tree line She was completely blind to what was going on outside of her cocoon. Samson was finishing a sturdier more weaved layer of hair covered in sharp serrated locks to protect against ground hazards. It was dark inside the shell Filia could only see Samson glowing eyes inside the tangled mess that surrounds her body.

They felt the first crash Filia felt the cannonball crash through whatever it hit. bouncing constantly off the branches as it continued its Doesn't into the woods. The two could hear both branches and trunks breaking against the serrated intercell as the inside absorbed any of the blow on Filia. Suddenly they began to feel a loss of gravity and dizziness. They had hit the ground and still had momentum to keep moving through the densely-forested area. they continued to roll until they lost enough momentum to be stopped by a tree.

"Samson." Filia spoke up

"Yeah." his voice slightly queasy itself.

"I think I'm going to be sick." She began to feel queasy.

"Not now, and not in me." He said quickly trying to untangle himself. Since it was a hasty job it was clearly covered in nots making it very comfortable to either of them. they spent close to ten minutes

Filia looked around checking their surroundings as Samson continued to untangle himself. "How far did they throw us?" was all she could ask looking at the mass of greenery that surrounded them.

"How should I know?" Samson spoke rather angered at the events that had incurred "let's just find whatever they were looking for and get back." His tired scorn toward this exam began to bleed through on his speech. "What are we looking for exactly?" Filia and Samson both stopped in their tracks at the realization they were traveling blind out here. "Great, were lost." was all he could say.

Filia looked back at him "It could be worse." she stated trying to make the situation lighter.

Her words were like a hot knife to him. "DON'T EVER SAY THAT AGAIN!" not only was he angry he was now terrified. Filia looked at him perplexed by his response.

"Why are you concerned about me saying" a snapping branch could be heard in the woods. both looked in the direction it came from. Slowly approaching the area, the noise came closer. the bush began to shake.

"The reason you never say that." Samson spoke concerned for the noise originating from the shaking bush. "Because it can always get worse." As he finished his statement a Black wolf with white boned armor appeared. It let out a powerful howl as it charged at the two. "I need time to untangle, keep it busy." Samson screamed at her as she dodged the falling claw.

"How long do I need to keep it up?" Filia asked as she watched her opponent scared stiff of his opposing figure.

"About a min- DUCK!" Samson Blurted as she responded a second claw swiped at them as a second wolf came from behind. Filia dodge rolled out of the two wolf creatures and eyed the two of them cautiously.

 _ **Meanwhile**_

"Most students have found their first partners." Goodwitch spoke watching the camera footage. "So far most are doing rather well for themselves."

Ozpin took a sip from his mug as he breathed calmly. "It should be expected from most of them. They have been training for years for a test like this." He over looked the forest in front of him observing the wind and sounds of combat in the distance. "What about the gamble I decided to take a bet on?"

"Ruby or Filia?" Goodwitch asked making Ozpin smirk a little as he recalled she was younger than most students currently taking the exams.

"Both I suppose." he guessed interested in how the two were doing.

"Ruby has found her first partner, Wiess Schnee." Goodwitch spoke as she read "Her aura levels suggest the two have not had any Grimm encounters." she took a few swipes of her tablet "as for Filia and Samson the two have engaged two beowolfs." Her eyes widened in shock "This isn't good." Ozpin turned calmly curious as to her reaction. "Per my sensors, Filia and Samson lack any form of aura." She looked back up at the still straight faced headmaster.

"Well things certainly have gotten bleak, haven't they?" he spoke calmly "Have a medical team on stand by and make sure they are filled in on her condition."

 _ **Back to the fight**_

Filia jump kicked the Creature in front of her while id did little it helped buy her time for Samson who was halfway done with straightening himself. "Almost there Filia." He stated moving as quick as he could. "You're doing good keep it up." while they seemed to be collect the two were panicking the creatures were ferocious and easily a high-level threat on their own.

"Please hurry." Filia said gritting her teeth staring at the two creatures charging on all fours. She ran at them as well dodge rolling under the one on the left's swipe. she barley had enough time to jump the second set of claws. "they are getting faster." she stated concerned for their wellbeing.

One of the wolves began to approach slowly walking closer to her as the other ran into the woods on his fours. "(What are they planning?)" Filia could tell they were clearly observing her for some reason. but for whatever reason they have only been doing what looked like unintelligent attacks as if they were studying her. She may be luck that she was not up to full strength since Samson has been distracted. The wolf finally charged at her and began flailing a fury of blows. While only a few landed, the damage was minimal from how they felt. It was like the time she had to fight a hand full of ferals when she went seeking answers to who she was. though this time they were full animals rather than a handful of humans with animal body parts.

Her vision was blurred however from a strong hit to her head. she turned around to see the other wolf standing there. with that she blacked out.

"FILIA!" Samson screamed as she hit the ground. he gritted his own canines as he looked at the two creatures in front of him. "So" he spoke coldly "You want to play monster?" his now unraveled strands began to wrap around Filia. Her arms began to animate as he did it. Filia seemed to be regain consciousness. until the animals saw that her eyes were out cold. Samson began to control her like a puppet as his hair continued to cover her especially around her joints to help improve his ability to move her. her bangs began to cover her face as he transferred both his eyes and mouth to where her face would be should there be no hair in the way. sharp claws began to form on her hands as Samson took a battle stance. "Let's see how you like a real monster."

Both wolves charged at him. he dodged and countered the first one with a violent cut to its face slashing clean through its thick fur. It jumped back as the other one tried to drop both of its arms oh him. Samson caught it and began to lift the two powerful arms back up. "(Anytime Filia)" He said in his mind. He stretched part of his hair down to the ground and let it support the weight. he then proceeded to kick the creature with a powerful kick. it managed to push it back several feet into a tree. Samson glared at the two as they charged at him. He stood his ground getting his puppeteered hands ready.

The first one jumped onto them to have his arm cut off at the joint. that one began to disintegrated to Samson's surprise. He looked back to notice Filia twitch "Kid."

"Samson? What happened." She asked weakly before noticing that it's dark. "How long have I been out?" Samson moved his face to its original position. he opened to holes in her bangs for her to see. Her eyes widened as the creature came slashing the creature managed to cut a few strands causing Filia and Samson to flinch in pain. Samson reverted to his original state setting up what he has used for a basic defense. The creature snarled as it stared at her. It began to approach running Samson in response dropped his hair downward and got ready for what was coming. The creature went to strike to hit nothing but got a spiked comb to its face. The creature still was trucking. Filia stared baffled by the amount of abuse it could take. As it charged at them Filia jumped over it as Samson extended his jaw biting a huge chunk out of its back. The creature fell limp as it began to disappear. Samson began to cough up the particles in his mouth. Filia laughed a little "For once we found something you couldn't stomach." she said as she laughed.

"Hah, hah, hah." he said sarcastically. The two scanned the area "Let's just get we what we're looking for."

"Right." Filia said as she grabbed her hat. "Let's move."

Samson enjoyed how she has built a bit of a back bone looks like he was teaching her. It reminded him of a friend he had years ago, not sure whatever happened to that bone head of a snake but why should he care about that bumbling aristocrat.

 _ **Two hours later**_

"Samson look up!" Filia shouted as she pointed upward. Samson looked up to see a giant bird chasseing something up a Cliffside. He looked closely to see a familiar red cape flying in the distance.

"Hey is that that energetic kid from breakfast?" Samson asked curiously starring at the red dot curiously as it came down at the bird. The two chased after the falling red dot to see that the bird had been decapitated and was falling toward the abyss in the distance. On the remains of the ruins stood seven people all which Filia recognized. She approached them as the red mass which at this rate could be confirmed as Ruby landed on the ground of the ruins.

Ruby noticed the two-approaching unaware of Samson because of the hat. "Did you see that?" Ruby was rather active over her feat she did. Filia nodded at her question looking at the others.

She noticed the weird shrine with a bunch of chess pieces on them four to be exact. "is that what we are looking for?" she asked pointing at the four chess pieces. Ruby turned and gave a slightly ambivalent nod suggesting she was not sure herself. "Well it's worth the guess." she wagered before stopping herself "on second thought you eight deserve it more than me I just got here." It seemed that the others did not mind her reasoning though Ruby was concerned. "don't worry Ruby." she said with care in her voice "I'm not exactly cut out for this kind of thing. I never even trained to do this sort of thing." She was reassuring or at least she hoped she came off as such she is more positive that she came off as a quitter though.

"Okay." she moped "can I at least see your weapon before you leave or talk to the person from New Meridian?" Filia Smirked at Ruby she was much like a kid she meant in the suburban town of Mapelcrest who toyed with Samson as she read what was do for homework much to Samson's dismay.

"I'll make sure that you do." Filia reassured looking at the mass of people meeting up with them. Wiess to her shock walked up to Ruby.

"Hey partner." she paused reluctantly "Let's get going it's almost dark."

with all said the nine of them walked off to meet with the two Professors who were waiting patiently for their arrival.

 _ **That night**_

The huge ceremony being held for those who entered the trial was a reason to celebrate with many were sitting watching to see how their teams have been comprised. While Jaune never got onto Ruby's team he was apparently capable of getting his own team Under the title of team JNPR, consisting of Jaune Arc, Nora Valkyrie, Pyrrah Nikos, and Lie Ren. Filia only knew Jaune to a degree having talked with him the most Pyrrah however she had heard of apparently the rising huntress that the rumors were about. As for Lie and Nora, this is the first time she has seen them outside of Nora's antics in the cafeteria.

The last team was being called up consisting of Ruby Rose Wiess Schnee, Blake Belladonna, and Yang Xia Long under the name of Team RWBY. "Sounds like one of your weird radio adventures." Samson mumbled as the Ceremony was concluding.

As the teams were announced Ozpin walked up to the stage to give off what she guessed were just words of wisdom. Filia got out of her seat and was making her way to the door only to be stopped by Goodwitch. She began to get worried. "Ms. Filia" she spoke stern and to the point. "Even in New Meridian I assume getting up and leaving is rather rude wouldn't you agree?" She nodded and began to walk back to her seat. before being stopped again. "Filia" She spoke up again. "do go onto the stage. She nodded again to acknowledge what was asked of her.

As she got to the curtain Ozpin noticed her and concluded his first lecture. "One more thing I should mention." He spoke up. "It is common knowledge that Beacon academy divides its students into teams of four. However, this year we have an extra student. Normally, Beacon has rules that would not allow such. But this person truly offers something unique that could prove useful in our time of need. That is why Filia Samson will be joining Team RWBY until a new team can be assembled." Filia walked out on stage blushing a little she tended being in the center of attention does to her history with Samson.

Not much happened as she left to sit with Team RWBY. the ceremony concluded and everyone was told to head to their new dorms.

"It's great that you're on our team Filia." Ruby responded enthusiastically.

Filia smiled "I'm excited to."

"There you five are." Goodwitch's voice stopped them in their tracks. "Under the rare occasions, we have teams of five we have a few specialized room. I will escort you to them for the time being." She spoke to the point.

"(Who's more to the point her or Parasoul?)" Filia asked herself as they followed their new instructor to the room.

"I should mention that there is a second room for the fifth member, since Filia is not technically part of Team RWBY she is required to stay there unless she has objections." Good witch disrupted Filia inside debate.

 _ **The room**_

Everyone was exhausted to say the least. they retreated to their beds and Filia to her room. It was not much to look at she imagined it was what a college dorm room looked like. She still had a lot of energy to burn however Samson Endurance enhancements seem to ensure that she can stay very late with minimal repercussion her wounds she even got had healed mostly.

she was reading late into the night when a knock on her door echoed in her room. Filia reacted by getting up and answering it. Ruby was on the other side. She knew immodestly what she was going to ask about. "Come in Please." she said gesturing for her to enter.

As she did she quietly shut the door behind her. "So" Filia spoke up "What would you like to see first?" she asked as she approached her chair as Ruby sat on her bed.

"Wait" Ruby paused coming to problem in what she was promised. "We had to return our equipment to our lockers how can you have your weapon?"

Filia thought on how to word it. "Let's just say You'll understand once you see it."

Ruby got curious as she sat Filia was clearly thinking onto what she what the best way to describe it was. "Ruby, you asked where I was from once, correct?" She shook her head no. "First it may be best to come clean then." Filia paused as Ruby took interests. "Ruby" She breathed in slowly "I'm not of this world."

Ruby at first thought she was being treated as a kid expected to fall for a simple joke. "I'm not that young Filia I don't fall for that kind of stuff."

Filia snickered "I could understand your disbelief, when I first arrived I did not believe it myself." She continued to laugh at her first night on Remnant "That being said I'm from a world that is far different to this one. one where Grimm do not exist." the more she explained the more Ruby began to believe her. "We have a more sinister evil where I'm from she continued though I know little of its strength."

Ruby began to get suspicious again. "Do you have any evidence of this?"

Filia nodded "Before you see it I need you to promise one thing." Ruby began to stare intensely at her wanting to know what it is. "No matter what, do not scream, he has agreed not to hurt you but even then, he is known to be rather intimidating in appearance."

Ruby nodded and with that remark Filia went and removed her mud stained hat. her black hair began cascading down the back of her hair. Ruby did not know she had that long of hair. Filia stood up and turned around Ruby stared at the weird hair band until she realized she was looking at a mouth with a lot of sharp teeth. whatever was attached to Filia's head was alive and breathing. It's bright yellow eyes peering at her. "Uh Filia" she was getting nervous.

"Don't worry Ruby, Samson will not harm you." Filia spoke with confidence in that statement.

"Samson? I thought that was your last name." Ruby more confused than she would like to.

"Truth be told, I don't know my last name. Samson has been helping me find it for a long time."

Ruby nodded "So Mr. Samson do you have a weapon"

"Weapon?" Samson's low growling voice made Ruby jump a little. "Kid, I am the weapon." as he stated that he formed several sharp tentacles blades and hands to show off his abilities.

Filia just stayed quiet. "So, you have questions for me or what?" Samson realizing that she was wanting him to explain things.

A good two hours went by of her asking questions. Filia passed out before the two could finish so she doesn't know what happened. All She knows is Ruby woke her up and thanked her before heading to bed herself. She thought that they would be in trouble since the first day of school was tomorrow. until she saw the next day was a Saturday. she went to her bed and went to sleep Samson fallowing close by.


	5. Entangled

"And that is where we come in." A big boned professor lectured as he walked. There wasn't much to say about the first day. Filia left Team RWBY long before they woke up to take care of a few pressing. Most notably, general hygiene since walking on campus with sentient hair more likely come off as creepy and may subject her to having to fight the Vale military. She entered the class on time and grabbed the assigned textbook before covering the pages with a comic book she swiped from a student who was already asleep. Samson on the other hand was annoyed, He may have been used to hiding as usual but even he has limits especially when dealing with classrooms. He was like this back in Meridian as well granted it was when Filia first tried to hide him. Mysteriously her teacher knew of his existence the two never figured out why.

Filia went and refocused on the lesson at hand despite Samson's disdained grumbling covering her and Ruby's ears. "That is why you are here. But first, a story."

"Are you freaking kidding me? A Story?" Samson silently erupted from under Filia's hat "A lot of parasites accuse me of having an ego they clearly never meant this infection. He makes me look like the most caring person in the world." Filia was beginning to sweat bullets if he gets any madder he is bound to get her in trouble. And this time she doesn't have a milkshake to splatter him with should he go ballistic again.

Ruby eyed Filia concerned. Ever since she meant Samson she gained a new perspective on the mysterious traveler and the world she was from. "A world without Grimm" as she called it. "But the threats we face are more sinister." She may not know what the two meant by that but it was clear they live in fear of this so called great evil. She tilted her head back ignoring Samson's ranting as she began to listen back in on the professor's auto-biography.

Course that did not last long because within ten minutes of his story she began doodling the egocentric teacher on her paper to amuse herself.

Weiss on the other hand was on her last straw with her team captain. She angrily eyed her from the side watching her screw off. It was a legit mystery as to why out of the five of them she was selected. "(Was it because she killed the nevermore? It has to be the reason.)" was all she thought watching the red hooded crusader continue to fall asleep draw, on her notes, or even pick her nose. "(Even the useless employee turned huntress was more capable than this child.)" was another thought as she angrily eyed the mysterious baller cap wearing Filia who seemed to be sweating like she was in the middle of an exam fidgeting with her hat. "(Of all people, how did the one that makes Jaune look competent get in?)" She rolled her eyes in anger at the two before returning her attention to the Professor giving his speech.

"So, who among you Believes themselves to be the true embodiment of these traits?" the mustached professor asked. Weiss immediately shot her hand up with a firm belief in her mind she was qualified for such a title. "Well then let us test that he stated looking at the pig cage with several menacing growls coming from it.

Wiess got up and walked to the center of the class. Filia tilted her hat so Samson could see. "Oh, this is going to be good." Samson grinned waiting for her to fight the ridiculous pristine aristocrat. Filia just smiled that he has not caused extreme trouble for her as she watched her get into a fighting stance. The professor opened the cage a boar with bone plated armor came barreling out it's tusk pointed right at Wiess. She parried and rolled out of the way her rapier did nothing to the thick plates on its head. Samson watched amused seeing the way she eyed her opponent waiting for it to strike. "Hey kid watch, Mrs. Noble is going to get caught on its tusk" He grinned watching her stance.

"How can you tell?" Filia asked still watching her teammate.

"Hang in there Wiess" Ruby yelled angering Wiess who was at first looking at for an opening. Now was just blindly charging at creature in front of her.

"She hates her leader" Samson stated right as she got parried by the creature and stuck on its tusks.

"Samson" Filia spoke up "How old are you?"

Samson grinned thinking of an answer "Older than you." giving off a chuckle to her lack of amusement. She went back to watching the fight.

Wiess now, had just been disarmed and pushed to the other side of the room. She began getting up as the creature charged at her. She dodged rolled again causing it to ram into part of the student seating area. As it shook of its confusion Wiess dashed for her Rapier. She got into position as the black pig began picking up momentum like a tire trying to fight several layers of brakes. To Filia she began wondering if this is what her and Samson's hairball maneuver looks like from the outside of the cocoon. It began to charge until it came to a halt as it hit a blue circle made by Wiess somehow. Seeing an opportunity, she retaliated by jumping onto a blue one as it turned black holding her in place before skewering the pig at the throat.

The professor looked at her while she was still breathing heavily on the ground "Bravo, bravo." He stated enthusiastically "it appears we are in the presence of a true huntress in training." Wiess got back to her feet

All the class watched her storm out of the room angry "What did I tell ya." Samson stated non-caring about what happened "She can really learn to lighten up if you ask me."

"Samson." Filia mumbled hoping no one heard him. Luckily no one was paying mind to her.

Peter port was observing the sunset trying to decide on what his next grand tale would be about for his next lesson before a woman approached him. He recognized her as Wiess Schnee

"Ah, Mrs. Schnee" He spoke with a grand persona that fitted his self-righteous posture. "and to what do I owe this fine pleasure?" He questioned her.

Wiess was nervous She to some degree knew the truth as to why she is not the leader compared to Ruby. "I enjoyed your lecture." she stammered waiting to ask her question of course the Professor knew already that she enjoyed his tales of heroism. He began to boast about it when she came clean with her question "I think I should have been put in charge of team RWBY.

Port stood there curious at her belief. True Wiess proved to be far more knowledgeable in combat compared to the rather easily distracted Rose. But her own arrogance toward the situation proved to be her biggest downfall. He was certain that she wasn't even familiar with her whole team compared to Ruby who had an advantage there. She knew little of Blake Belladonna but her teamwork focused demeaner proved to be rather enthusiastic. Yang was Ruby's sister of course the two know each other inside and out, and as of a few nights ago, according to Ozpin and his own observations Ruby is aware of Filia's secret origins. "Miss Schnee" he spoke calmly, "Ozpin's choices have never lead me astray. The only thing that you have proved other than your ability on the battlefield is your attitude toward those on your own team."

Wiess's veins began to budge hearing those words from his mouth. "how dare you." she yelled angered at the professor.

"I believe I have proven my point." He again spoke calmly. "Wiess I'm beginning to believe you are unaware just how unprepared you are for the position as leader." He spoke sternly "in fact I wager that you do not have the trust of anyone on your assigned team."

Wiess began backing down at his words she never enjoyed getting called a spoiled brat without truth. However, she drew the line at the claim that she is untrustworthy. "I am extremely trust worthy I know Blake would stick her neck out for me is it was needed."

At this point, Port was certain how far she was from reality. "Miss Schnee, the only one willing to stick her neck out for you is none other than your hated leader Miss Rose."

"What?"

"even adding more insult to injury most members of her team trust her except you. including a particular charity case."

"(Filia? Of all people, he brings up he chooses the one who makes Jaune look competent.)" she said to herself angered. "Filia should not even be part of our team let along this school." She argued back.

"I'm afraid Mrs. Filia is more than capable of being regarded as part of your team and attending this school, her unique abilities make her something no one here has seen. Perhaps before concluding on a person, you should learn more about them." He stated sternly.

With that Port left leaving Wiess dumbfounded. Watching him leave she began to watch the sunset "(what could a simple store clerk have so secret she would trust a wannabe leader over someone like me?)" with that thought in her head she decided it was best to find out truly what Filia was hiding.

 _ **Later that night**_

Filia was in the main quarters studying the professor's text with Ruby and Yang. It wasn't exactly a good textbook most of it was just it being a history of Remnant. To Yang and Ruby most of it was just a repeat of classes from signal. For Filia however, it was like dedicating part of your brain to a lore book. She put the book down rubbing her for head to settle herself down. "Ugh, how have you people been around for this long?" was what she asked getting an awkward look from Yang and Blake.

"Yeah" Ruby said nervously laughing "with how dangerous they paint Grimm in this it can be baffling."

"Uh, Filia?" Blake asked concerned "How much do you know of Remnant's history?" She then made the realization that instead of halfway through the book she was starting back an additional two hundred and fifty years. "Why are you back that far?"

"The section brought up some kind of second war that was caused by aggressive behavior during the last war." Filia stated continuing her reading. It wasn't helping Samson had fallen asleep either he was clearly bored having to stay hidden. Ever since class Samson has insisted that they were ready to see him. At least Yang and Blake were unfortunately Filia thought otherwise she did spot how Ruby starred at her the entire time during some of the classes should they not hold her interests. Because of that Filia began regretting introducing her parasitic partner. That said it seemed several professors she had were aware of issue Ozpin must have decided it was best to tell them to make sure she was not discovered on accident.

"Hey, you're not looking good." Yang spoke up noticing her inner conflict she was having. Samson seemed to wake from his nap as she spoke. "Something wrong?"

"Um, you are probably just tired, yeah something like that" Ruby began to speak up but trailed off. Filia knew what that she was trying to help her hide Samson but at this rate she just made her look suspect. Yang really gave it away giving her the stink eye like she knew she was lying.

"I think I'll turn in for the night." Filia spoke up deciding it would help draw wandering eyes away from her. She got up and put her books back to her room and grabbed her Shower pack and left for the showers. Any night time students have already cleaned up for the night so there was no difficulty trying to hide Samson. She entered the washroom and took the shower with one of the larger curtains. She started the shower and began to clean as Samson washed himself. "Three weeks." Filia spoke melancholic. Samson looked toward her confused She could sense his eyes on her so she spoke up again "We have officially been here for three weeks." He began to count in his head she was not wrong, wouldn't surprise her if with everything happening she lost hope in ever going home or finding out the mystery that was herself.

Samson sighed he was struggling with his own conflict. "(Should I tell her?)" he asked in his own thoughts. He breathed heavily before speaking sorely. "Kid" He spoke "I should come clean." He was concerned how she would react. So far, she seemed to be curious why he is trying to be friendly with her. "you know how we concluded that I was the cause of your amnesia.' She nodded slowly. "You asked me to wipe your memory."

"What?" Filia seemed more dumbstruck than angered. "Why?"

"I'll tell it back at the room." He said cautiously "It's a long story."

 _ **Flashback**_

I remember the day like it was any other. Trapped in that damn jar. I couldn't do much inside it. I couldn't escape it was like a cell. Death was closing in on me, another six months and that would have been the end of me.

Before I meant you, I was locked away in a jar by Teacher from New Meridian High school used along other captive (or dead) parasites to explain the threat we posse to world around us. Some of us being centuries old. I was around that long, Hell before the skullheart even I'd wager. That damn professor found me after my last hosts death. He locked me in there for five years. Showing me off as part of his collection. That year though, you happened. I don't know the details fully I only saw you three times before your memory was removed by me.

The first time was a simple one he was passing us around the classroom. That was the first time that I saw you. course at the time, our fates were not intertwined. You had another girl with you though. after that day, I never saw her again. Brown haired, cute face clearly innocent unlike you who was clearly protected despite you being unaware of that. Needless to say, I don't know what happened. I felt your presence on me a week later watching behind the glass on the cupboard. I turned an eye onto you with confusion. Yours were red as you left that day. hours later the local clean up help arrived and I was taken figured they were gonna dispose of me. Instead You were there again, messenger bag and a ridiculous amount of cash.

"I hope you know what you're doing." The help said concerned.

"Just keep up your end of the deal." She spoke.

"but Filia, won't your family- "

"I no longer what to know I'm of their blood he is my chance at this." Filia spoke to her angered as she stuffed me into the bag. "Never tell me who I am related to." There was a long pause before she spoke again "I already know I shall return no memory as to who I am. When that day comes treat me like the others for I will have no connection to them."

"As you say."

The inside of this Filia's bag was crammed from what I could tell it was filled with cash, clothes, and I think a few fake passports. All I asked myself during this journey is "who the hell kidnapped me. The smells of New Meridian were my only insight toward what was going on. All I caught wind of was what smelled like food and sea salt. Whoever she was it was clear that she was near either the harbor of the water slums.

What felt like an hour passed before she closed a door and placed her bag on something bouncy must be a bed. Leave it to a spoiled runt to think I'm some kind of damn pet. Finally, the flap of the bag opened and her hand reached in pulling my cell opening its door and tossing me into a box. Inside to my surprise was what looked like a massive turkey. I'm not the type to let a meal got to waste so I swallowed the bird whole as she walked off to the bathroom an ashtray and those IDs in hand. She put them in the ash tray drizzled something on them and lit a match to burn them. I kept asking who this woman is but it seemed she was aware of my own confusion. She walked up to the box that was holding me and began to speak. "Hello" her response was straight and to the point.

"What do you want?" I asked aggressively trying to scare this person away.

"Oh, down to business" she seemed disappointed to be honest. She was clearly a rooky. "Okay I'll get to the point." I eyed her as I continued my feast. "I want you to erase my memories." I coughed up some of the meat from her response. "I no longer want to be affiliated with my family you're my best option for that."

"Look lady" I responded "you are not going to like what I'll have to do to you if that's the case."

"I am aware what Your parasites do and how it works." She spoke determined it was almost unsettling how much she was okay with what could be equated to a memory suicide. "But I already have lived with monsters. What the point if I replace four in human clothes with an actual."

I sighed "You got guts kid I'll give ya that." I took another bite of the bird. "But I'm not into the type that are interested in being infected." She began to look down disappointed. If why she is doing this is true, I just figured what the hell. "That being said I do owe you for Saving my hide. Name's Samson kid, and you better be ready to deal with hell till the day you die."

With that I leaped onto her infecting her hair for it to become my new home erasing her memories in the process she was out cold till day break.

 _ **Back in present time**_

Filia looked at Samson almost feeling betrayed "Why?" She asked tears filling her eyes. "Why didn't you tell me?"

"Kid, the way you acted that night suggested that whatever your looking for was going to lead you into a world of pain." Samson spoke defending himself. "I did what I could to help you but You did not want me to tell you anything regarding it. All I know is that you were running from something and that's it."

He doesn't blame Filia for feeling betrayed. At the same time Filia couldn't blame Samson for withholding that information simply since neither had a good idea as to why they did. He was just as much confused as her on the events that unfolded that night. "Kid I'm sorry but I got an idea should we ever return to make up for it." Filia straightened herself out and began to listen. "We could do what we thought was improbable and chase down the Skullheart."

Filia thought on that idea. It was theoretical but she thought on the story he heard from Samson. "as tempting as that is I think its best we forget about my past. At least, for now anyways." She spoke little more cheerful than she had the last week and half. Smiling in the mirror. "And tomorrow we'll start by showing people how we fight downtown." She stated that a new fire in her eyes to Samson's surprise.

He simply grinned extending her hair to form that of wind catching it as signs off approval. "I like the sounds of this. Finally, some action."

 _ **Epilogue**_

"That is all I can say regarding my theories professor. She's not qualified to be a huntress." Goodwitch spoke to Ozpin concerned.

"I understand your concern about Filia but I believe you are undermining Samson in your equation." Ozpin spoke as calm as ever. "In theory, Filia and Samson is the epitome of teamwork on a level most students would spend years trying to master."

Goodwitch angrily eyed him as she approached his desk. "She has no aura." Her tone suggested her holding a high amount of annoyance toward the professor for what seemed to be one of his ludicrous schemes." You heard Professor Oobleck yourself, there are too many unknown variables in such a practice. We can't guarantee if Filia's aura would kill the two of them due to the fact Samson is a parasite."

"Now Mrs. Goodwitch." Ozpin spoke calmly I have faith that they will do well even without aura to protect them if you are so concerned you can talk to our associates at Atlas and see how they would treat her after discovering her case."

The two stared each other in their eyes trying to see who would concede first. in the end Goodwitch leaned back from the headmaster and went to leave. suddenly her tablet began reacting. she looked down at her screen and looked at Ozpin. "For her sake, I hope you are correct." she spoke gravely looking back down at the screen. "She plans to fight tomorrow."


	6. Showtime!

Filia placed the tablet down on the night stand next to her bed. She just filled out the papers Goodwitch asked her students to fill out should they decide to participate in the first few fights of the new school year. To her, it seemed like a good idea when she thought on it. Introduce the world to her only familiar ally, Samson. So far, she had done a good job keeping him a secret at his disapproval granted he agreed to go along with it. After what seemed like a week of being here and getting comfortable with this strange school she concluded that while some will call her a freak or monster at least Ruby was trustworthy and willing to get close enough to have a conversation.

"Well Samson" She spoke satisfied with her decision. "We best be getting some rest for tomorrow." Samson just looked down at her as he crunched on some pretzels that he stole from a vending machine when no one was looking.

"Sure, thing kid." He spoke while chewing, he always had atrocious table manners. He swallowed before continuing "Better hope you eat a bigger breakfast than usual. Trust me, it's going to a very active class." Filia nodded as she began to nod off accidently leaving the radio running. Samson stayed awake Listening to the Drama show she left on. He never understood her love for them, to him it was no different from when she decides to read those weird romance novels. At least the comics had pictures to go with them. He continued to eat what he stole from the vending machine now some form of cream puff. At least he thinks it's a cream puff, it is doughier in comparison to most diner or restraints make.

The door to Filia's room began to open as ate he reacted by hiding underneath the blankets of Filia's bed. He eyed the intruder's shadow covered figure in the dark. She appeared to be the Same size to Filia maybe a tad shorter and had long hair covering most of her back. He was not sure who it was until something hit him, a smell. He recognized that odor. If he were to guess it was perfume. Judging from it, it was expensive only rich people would want a hideous odor that makes them smell like the west side of the water slums. He managed to conclude who it was and as seeing Filia was a sleep he grinned at the idea of scaring her. He began moving is strands of hair toward the door to lock her in. then began to move a separate strand toward the wrappers to scatter them in the room. In his experience Filia was a heavy sleeper so she won't wake up from this.

A crackling could be heard as the intruder stepped on what seemed to be an empty bag of potato chips. "Ugh, What a dump." The female intruder said in disgust making her way to the desk. "Come on, what could she be hiding if it is so important to what made Ruby the leader." She asked herself unaware of Samson what so ever.

"You want to know her secrets do ya?" Samson's low voice echoed in the room. The intruder froze scared turning around with her phone being her only source of light. Samson saw her face clearly. It was who he thought Wiess Schnee more than likely trying to prove why she should have been a leader over her leader Ruby Rose. He let out a menacing chuckle as he continued. "It's not lady like to barge into someone else's personal chambers you know." Wiess froze with fear trying to find the voice. Samson continued to get closer to her feet she was unaware of him and he wanted to keep it that way.

Wiess slowly crept across the room toward the door. As she tried to open it her hand jolted away from the knob something was covering it. She felt it again, it was weird touch to describe. It felt like a form of fur though it was woven as if it were a rope once more it also felt like it was moving. She went to grab the knob again.

Suddenly whatever covered the knob grabbed her as two more ropes grabbed her legs she only had one free hand but she doubts that it wouldn't be for long. She was shaking with fear not knowing what else was in Filia's room. "You know" Samson's voice bordered a hostile growl. "I'll let you in on something." He spoke still trying to sound intimidating. "Filia plans to reveal her secret tomorrow in that blonde hag's class. You can wait there two but I can't just leave it at that. For the spoiled rich girl, you get a special treat" Samson began to get more malicious toward her as he wrapped her hair around her mouth gagging her. All she could see where Samson's two yellow eyes.

Unexpectant the lights in Filia's room turned on "Samson" a tired voice yawned "what is with the…" Filia woke up to See Weiss petrified by fear and Samson Holding her in place. Her eyes narrowed on his face as she spoke up. "SAMSON PUT HER DOWN!" Filia yelled angered at him.

"Come on I was just having a bit of fun, no harm no foul." He began to defend himself slowly moving Wiess toward the chair by the desk. Filia's glare pierced him hard however as she got up to check on Wiess. Samson in the meantime reverted to a comfortable position he normally stays at.

"Wiess are you okay?" Filia spoke to her quick and apologetically "I am so sorry about my friend's actions." Wiess glared half scared the other half confused.

"friend?" she angrily questioned "Your "Friend" almost killed me what in the world is he?"

"It's not so much your world as it is ours." Filia spoke sighing as she did. "I am from an entirely different plane of existence all together. Samson is what would be regarded as a level three elder parasite."

"Parasite?" Filia read the look on Wiess face she clearly was concerned. "Am I going to be infected?" she seemed to be afraid for what this would do to her reputation.

"No, no" Filia shook her head reassuringly. "Parasites where we are from can only infect one host at a time. Once their host expires they leave them in search for a new one."

Wiess seemed to be calming down "Where are you from you then since you claimed my home nation when we talked about ourselves the first night?"

"I do not know the name of the world or the kingdom I live in all I know is the city I lived in New Meridian."

Wiess stared at her with both a look of fear and confusion. Not that it could be helped she was essentially looking a person who may be regarded as innocent though her shadow reflects a different personality. "What are you?" was all she could muster as she felt her muscles stiffen from fear.

Filia looked at her and sighed as she leaned back in her bed. "I wish I knew. One day I woke up no idea who I was, no people to ask. I yelled for help, but my hair responded." She looked back at Samson who seemed to be retreating into a normal stance as she continued to observe Wiess. "Wiess I know what you saw can be called terrifying but please listen to me. I plan to explain it tomorrow after class."

Wiess's head shot toward her eyes immodestly. "You were going to show them this, thing?" Samson could be heard growling as the words left her mouth. Filia however, simply nodded. Wiess starred concerned for her team mate unaware of how hard of a situation she was in. "Okay since our leader trust you I'll trust you, but you better be ready to answer all of my questions understand?" Filia once again simply nodded. With her answer being Satisfied she got up and left Filia's room.

"Well that went well." Samson spoke up finally. Filia shot him a nasty look granted he did not see it.

"Samson what am I going to do with you." Filia spoke annoyed

Samson grinned his usual sadistic grin. "Grow old and die." Filia sighed as she turned off her lamp and went to sleep.

 _ **The next day.**_

Filia woke up before her alarm clock. she eyed Samson's tangled mess still angered about last night. "(Would not surprise me if she told the others thanks to his stunt.)" She stated annoyed with Samson. She slowly opened the door seeing that the only one awake was Blake. though she seemed more focused on her book than her so she slipped out before getting noticed.

As she adjusted her baller cap to hide him she heard an eccentric voice calling for her attention. though it was muffled she could tell it was fast. "...lia. Mrs. Filia. A moment please." it was fast speaking whoever it was he seemed to have drank several gallons of coffee before spotting her. Filia stopped and turned around to see no one there. She stared confused looking at the empty corridor. she began to turn around when a man, older than her but younger than the professor from yesterday. his hair looked slightly upkept he was not fully dressed to look like a student or a teacher to say the least. His eyes were blocked by white tinted glasses. "Ah, good I got your attention." the strange man spoke up. "The head master wished to speak with you."

Filia stared at his attire so she clearly was not paying attention. "Huh? OH! uh, thank you." she stammered quickly as she began to run in a random direction.

"Mrs. Filia" the man spoke up again "His office is that way." he pointed the opposite direction of the way she was going.

"Oh, thank you." without hesitation she went the direction the man pointed. as she walked she felt a shaking under her hat. it appears Samson was finally waking up. She smiled at the fact he finally was waking up. she turned to look behind her to find the green haired man following them.

"Pardon me, but if I may ask. What is Samson anyway?" the man was rather direct about it. with that kind of information, it was clear he knew of Samson. but she decided to play Samson's usual card, bluff.

"Who are you talking about." She questioned the green haired man with what she guessed was the stupidest answer ever. at least she was thinking that seeing how Samson literally began squeezing the back side of her head to a point it was painful.

"Mrs. Filia the headmaster has already filled me in regarding your predicament." The man spoke up. "Given the situation He has asked me to research into your world to determine the best course of action should diplomacy be an option."

Filia looked at him confused "Diplomacy? as in Ambassador type things?"

"CORRECT!" He blurted out dashing in front of her "THINK OF IT TWO WORLDS WORKING TOGHETHER TO COMBAT UNKNOWN THREATS TOGHETHER IN HOPES OF GROWING RELATIONS ON ABROADER LEVEL THE POSSIBLLITIES ARE ENDLESS THAT IS WHY IT IS MY DUTY AS A PROFFESS OR TEACHER AND HUNTSMEN TO DISCOVER THE WORLD YOU ARE FROM TO GROW RELATIONS WITH THEM." His sporadic speech as well as his rapid hand movements and changing of position made Filia stand in place confused.

"Wow..." that was the only word Samson said to describe this guy. "he gives that kid in red a run for her money."

Filia sighed "Truth be told, I don't know if I can go back." The professor was staying in place frozen as a statue as she continued walking. He began following close by so she knew he wanted an answer. "The world we're from lacks these Grimm creatures. I believe the parasites in our world are probably the closest thing to them. Normally I would call them a problem, but at the same time they can be very much a close friend even if they do eat you out of house and home." The professor quickly pulled out what looked to be a pen and a decent sized notebook writing down everything she said. "Parasites in our world, in the eyes of normal people are classified into a very conducted grading system. Samson, for example, is what is called a natural class three elder parasite."

Suddenly the professor raised his hand to ask a question. Filia stared at him as Samson watched half amused underneath her hat. She gestured for him to speak. She regretted that shortly after. "What makes you think they are your worlds equivalent to our Grimm? how does this classification system work? What is the other classifications of parasite?" He asked a lot of these questions very fast. he looked as if he was about to ask more before Filia stopped him.

She raised her hand holding up her pointer finger. "I came to that conclusion because they are everywhere but not as dangerous compared to the real threat of our world." she stated as she pointed a second finger upward. "I Believe it's simplistic, the class level regards what the parasite is capable of. Samson is a level three due to parasitic augmentations and hair possession. Natural since he was naturally created not artificial and elder since he outdates most kingdoms of our world."

"You said you had a real threat what would that be?" He asked that as he pushed a button on the wall making a door open to reveal a decent sized platform.

the two walked into the room Filia concluded that it was an elevator based on its dimensions. she looked at him and froze a little with fear. "The SkullGirl." The professor stared at her after quickly writing down the name. he looked back up expecting her to continue. "In our world, there is an item with unrivaled power. its name is the skull heart. An item that many of our world's texts describe it as a skull the size of a human heart. some say it was left by a trinity of demons as a way for humanity to end itself." her tone was growing darker. "It will grant any girls wish that is asked of it though those wishes that are not regarded as pure become corrupted. Once corrupted they become the most powerful being on the planet. capable of raising the dead from their slumber to do her bidding."

The professor stare intently drawn into her story. his stare was not that of a child that was scared or a person filled with disbelief in fact he was different serious, even. she brushed it off as she continued. "The last Skullgirl was the most dangerous ever recorded; I think it was Queen Nancy of the Canopy Kingdom" She spoke ambivalently and looked to Samson who gave a thumbs up. "Because of her and the one before her the four kingdoms created the ASGL or Anti-SkullGirls Labs. to help fight them, they created weapons and artificial parasites." The Green Haired Professor was writing in his journal again as the doors open.

"Thank you, Ms., Filia your insight into your world has been educational. I imagine you are not done though." She nodded "Very well I can't keep you waiting Please stop by my office when you get a chance."

"Very well, I'll let you speak with Samson as well. He knows that world better than me." Filia politely responded as the two approached the desk. Ozpin as expected was sitting there pondering as well as observing his newly arrived guests.

"Filia" he responded as calm as always. "I see you have been acquainted with your world history professor, Oobleck. I'm more than certain he has filled you in as to why I have called you here." Filia shook her head. He raised an eyebrow and proceeded to look at Oobleck for an answer.

"Apologies Ozpin, I meant to do that but the other task you have assigned me got the better of this researcher." Oobleck spoke still fast, though a lot more understandable he turned to look at Filia. "I have done some calculations and I concluded that you are more than capable of the field. the partnership you have with Samson is truly unrivaled" he praised.

Samson knocked Filia's hat forward into her hands to speak. "Helps when your attached at the hip, or in my case, head." he gave off his signature sinister grin as he gloated.

"Quite" Oobleck responded quickly. "However, in an actual life and death situation I estimate you may only last three hours Maximum." Filia and Samson at this point looked concerned. "Fear not, the main reason for this is due to the lack of an aura that protects those who have summoned. Your studies should have told out about no doubt." Filia nodded. "Excellent, fortunately we have decided to help awaken yours to help continue your studies. The problem though lies within your partnership."

Filia tilted her head confused at the remark. Ozpin saw her confusion as Oobleck began to go into some of the rather dull explanation that were just overly complex especially for a person who was a dimensional jumper. "What Professor Oobleck is trying to say is, we have no idea how your aura will respond to Samson." Ozpin spoke up to break the overly complex explanation.

"What's this got to do with me?" Samson spoke up getting slightly angry.

Ozpin eyed him still unreadable though more serious about the situation. "Aura works as a shield, it protects a person from dangerous blows and even heals minor wounds. However, Samson as both you and Filia regard yourself as is a parasite. We can't be certain as to how an aura field will react."

"Correct Headmaster, that being said we have only observed the way aura reacts to our world parasites which are by no means as evolved as the ones of your world." Oobleck responded before taking a swig from a coffee pot that was brewing. "That being said considering that Samson is considerably a part of you there may be a case of survival if you believe it's worth the risk."

Ozpin nodded in agreement than looked back at Filia and Samson "That is why I contacted you, I know what you said on the first night we met. So, the choice in the end is yours." He eyed her calmly observing the way she and Samson thought on it.

"Hey kid, I know that it's your life as much as mine on the line but if these eggheads are right." Samson's low tone began talking in a very caring matter.

"I know Samson." She sighed as she stared out the window over the castle toward the harbor town a fair distance away. "Honestly, we have done more than I thought." She began to sound happy. "I think we should do it, otherwise how are we going to survive until we get back."

Samson gave off his grin he gave when a stupid idea came to mind. "Alright then." He then tilted himself toward Ozpin and Oobleck "When the hell do we start? We got a show to perform at eleven."

With his response, Ozpin grinned as he looked at Oobleck. "Oobleck please find Mrs. Goodwitch and tell her I need a hand in something." With that Oobleck nodded and dashed toward the elevator.

 _ **Combat Practice.**_

The auditorium was a massive room reserved for the small combat arena that helped hunters and huntresses train. Goodwitch often ensured how Beacon spared no expense in being up to date with training techniques. For today however it was just sparing matches reserved for those who volunteered.

Yang sat with her teammates as she watched the way Pyrrha Nikos was handling here match up against two students; A fauna and who appeared to be a War hammer user. It could be easily described as a boring match watching a hunting legend fight what seems to be two slightly trained fighters. She tilted her head to see most of her teammates taking notes side from her sister Ruby who was looking around the room almost concerned. "Hey Ruby, what you looking for." Ruby shot her head half startled toward her and breathed a sigh of relief.

"Sorry Sis."She spoke nervous "I was looking for Filia."

"Yang looked at her confused "why are you concerned about her of all people? I mean she doesn't come off as the most competent person." She chastised the person in question non-caringly which earned her a look of annoyance from her sister. "She's not even officially a member of our team, It's team RWBY not team RWBYF. Ever sense you talked to her that night you try to aid her a lot more what's with it." She may have been coming off as none caring though she did not hold much against Filia she to her was a mystery. She never fights or even weighs in on a debate, in fact it was like she tried to distance herself.

"Yang if you were in her situation you would understand." Her sister spoke in the same naïve tone she always did when trying to come off as optimistic. Granted, she was far from wrong. Filia for the most part seemed more open with her than the other members of the team. For whatever reason the night after they were formed Ruby worked hard establishing a trusting relationship with the mystery girl.

"Okay class the next matchup is about to begin." Goodwitch's voice echoed in the chamber. a new screen presented itself to the class as it began to randomize the next two combatants. the first one selected was Sky Lark of team CRDL. The teenager brushed his Slicked back gray hair as he walked onto the field. "And now." Goodwitch spoke up. "His challenger." the screen spun like a slot machine with several different faces appearing on it until it stopped.

Yang had stopped paying attention by that point looking back at her notes which really consisted of nothing but puns based on what happened in the fight she often cheated of Blake and Wiess once they got back to the dorm room. Suddenly she heard her sister gasp as well as Wiess ironically enough. she looked up confused until she saw to her surprise that Filia had volunteered to compete in the fights. "Well didn't see that coming" She spoke out a loud. "This may get interesting."

"Yeah" Ruby mumbled she was concerned something was bothering her. Jaune took notice however.

"What's wrong Ruby." he asked slightly curious. "Why are you concerned about Filia fighting I'm sure she will be great." He was trying to sound as optimistic as possible. He remembers meeting her the first day. Weird kid in a rundown school uniform that preferred her radio to talking.

"Yeah, she said she was from Atlas, right?" Pyrrha spoke up as she returned from the locker room. "They may be a heavy industry kingdom but they are far from." She cut her self-off looking down in the corner of the room. "Why is Professor Oobleck here?" all of team RWBY and JNPR looked in the direction of the lockers to see him with a camera and notebook facing the arena. He was not the only one preparing Goodwitch who often only place three or four drones out to record the fight had at least ten as she walked to the center of the arena.

"Students" She spoke up to get their attention. "Filia has agreed to do a single fight. You may have noticed Professor Oobleck as well as additional monitoring equipment being place for this skirmish. Filia may have been a weird student when you first meant her but after this fight I am certain many of you will not look at her the same. Please be respectful in the future to her. You all have worked hard to earn her trust to let her do this."

Yang looked about as confused as team JNPR did. "Uh, what she going on about." She took her usual get to the point approach as she eyed her teammates."

Ruby spoke up nervously "The thing is Filia is not from Atlas." both teams eyed her with the only exception of being Wiess. "She's from a city called New Meridian."

"and where is that exactly?" Jaune spoke getting curious.

"Not on this planet." Wiess spoke up annoyed at the questions. "don't you get it She is not from here." She continued to speak until they noticed her down in the arena. "Quiet They are about to start."

The classroom was dead quiet as Goodwitch's drones moved to position. Sky had his Halberd sitting beside him as Filia walked in wither Baller cap on. Goodwitch looked at the two of them and spoke. "Filia are you ready?" She gave off a nervous nod. She then looked at Sky. "Sky are you ready?"

He grinned menacingly as he stared at Filia axe in hand. "You won't be tough." Filia stayed her ground nervously.

Goodwitch nodded and tapped a few things on her pad. she then looked back up and turned toward Filia again "Samson" she spoke "Are you ready?"

Suddenly the Baller hat shook as it was tossed into the air and swallowed by a giant jaw. the entire classroom froze in place when they watched as Filia's hair came to life and ate the hat it was hiding under. "It's about time I got some action. Kid, let's show them how we do things downtown." Filia sighed as she heard his low intimidating voice scream say that in a menacing manner.

"WHAT. THE. HELL." Yang yelled completely caught off guard by the sudden transformation of Filia's hair. "What is that thing?"

"That is Samson." Ruby spoke looking at the two getting ready to fight. "and he is Filia's weapon."

The fight started with the two charging each other. Sky came in with a downward swing which Filia dodged quickly. She stood her ground waiting for him to make the first move. however, Samson got bored of waiting and Shot one of their strands of hair at Sky catching him off guard. She was a good few meters away. making that kind of reach unexpected he countered by slamming down on the strands just to find that a white force field reflected the strike.

Samson laughed menacingly "What didn't expect me to have aura?" He began to grin "Well guess what I'm only the first layer." He then preemptively grabbed him and slammed him into the ground a few times before letting go. Filia began to distance the two of them away from Sky who got up angrily and dashed at the two of them again. he swung with his heavy axe swiping at Filia's feet she jumped out of the way in time and delivered a powerful kick to his side sending him through the air.

Sky slowly got up angered at the sneak attack they used on him he grabbed his Halberd and made it transform into an assault rifle. Both Samson and Filia saw it do that and stared wide eyed at it. "Didn't see that coming". Just as Samson spoke a volley of bullets littered the arena making the two dash for cover. "Any bright Idea's kid?" Samson spoke as he began acting as a lookout.

Filia scanned the area looking for an option. she looked at the ground it seemed like actual ground. her eyes widened they could possibly do to fend off from the ASGL when surrounded. "Samson, Time to dig under them." as she spoke Samson shot several tentacles into the ground.

Sky looked left and right as the arena shook. "(What are they doing?)" was his though seeing how Samson was not watching them. he paid little mind to the ground beneath him. Suddenly a giant drill shot out grinding into him. he looked down at the hole it escaped into expecting another one. the second one came up and dodged it with ease. he slashed at to see it's aura break. he grinned all that was left was the girl and she had had her hair fight for her mostly. he turned to see that no one was there. He eyed his surroundings looking for a sign of his opponent. "WHERE ARE YOU?" he yelled to this coward.

a feminine voice was behind him. "Behind you." it spoke. he turned around swinging his Halberd to knock her down. only to miss. suddenly two giant combs came closing in on him crashing relentlessly before a gigantic pair of scissors slashed him. "How's that for a haircut." Filia paused as she said that. "I can't believe I just said that."

"That makes two of us." Samson said in agreement.

Sky got up angered as he slashed out angrily at the two. in his anger Filia kept on her feet until Samson saw and opening. just as he did a downward strike Filia ducked he then did a swing from down below toward her knees. Samson grabbed Filia lifting her upwards like she was on some form of warped swing set. She looped overhead and used her heat like a battering ram on his head. as he was pushed back Samson engulfed Filia in a hairball as the two ran Sky over. He got up yet again. He ran for his axe as Filia chased after him.

He grabbed his axe and swung at Filia. the strike hit her sending her flying into the air. He was getting ready for a second strike only to find 4 massive legs in front of him he looked up to see the silhouette of a spider. it's two massive pincers jabbed down at him forming a mouth covered with sharp canines came closing on him. He disengaged to avoid the strike as Filia landed. She began to take chase of him only to see him try the same thing again. this time however she bent down and slid on her knees as Samson formed several sharp tentacles to stab him from above.

Sky desperate to escape decided to use his one advantage on her, his semblance. He grabbed her arms lifting her up and sent a small current through her strong enough to paralyses her. She couldn't move slowly as her aura began to drain he was laughing at the thought that he won. at least, until hair began to form around her arms. two sets of crocodile teeth appeared jabbing onto his arms. he winced at the pain as he continued his assault.

Ruby watched in shock at the fight she knew it was over Filia lost. unaware to her however Pyrrha decided to look at the monitors to read it. She was caught off guard when it showed that Filia's aura pool was no longer draining in fact it was his. "Ruby look." she spoke up pointing to the monitor. Ruby looked up to see the monitor and was confused.

Yang as well as the rest of Teams RWBY and JNPR watching it. "how is this happening.?" Yang asked looking at the battlefield seeing a different scene. "Ruby, what is Samson exactly."

Ruby looked to her sister. "I believe Filia called him a parasite."

"A class three elder parasite to be exact." Wiess butted in to add on to Ruby's answer.

"Wait you knew of him?" Blake looked at her in shock. Wiess simply nodded.

"So, her semblance or rather Samson's semblance is Aura siphon? That would be a hard threat." Pyrrha concluded trying to come up with counter strategies.

The standoff continued for several minutes until the alarm sounded. "Enough you two." Goodwitch spoke up. "this round has a victor." she walked up to the two of them. "Class tell me what Sky did wrong in this fight?"

"He messed with a girl's hair." Yang shouted

"He fought a monster." A familiar jackal eared girl yelled from the far back.

Pyrrha raised her hand. "He undermined his opponent and focused on only one of them. that is why he lost."

Goodwitch smiled "Good answer." she spoke before her face got serious again "Ms. Belladonna." Blake looked upward. "What did Filia and Samson do wrong?"

"Filia is over reliant on Samson in combat." She spoke and began to continue "and Samson tends to aggressively push Filia into fighting situations where the two of them will both sustain damage in other words, he is reckless." Samson grumbled on that one though Filia seemed to be very much focused to listening.

Goodwitch nodded. "Normally Class would continue as follows but given what you have witnessed Filia suggested that it may be best for her to answer questions any students have regarding her origins. While I am fully against the idea both the headmaster and Oobleck think, it is best for her to answer any questions you may have." The class stayed silent as she observed the area before looking to Filia and her parasitic ally "Class is dismissed early." she reluctantly claimed as she went to review Filia's fight footage.

Filia watched the two leave then looked back to the large crowd in front of her. she began to blush a little. "Um, hi." she spoke nervously. "Um, uh."

She was cut off by her loud mouth friend. "Scuse her, Filia was never good with large crowds." he spoke calmly though his low raspy voice made it come off as unfriendly. "If you don't mind what about we head and discuss it in the cafeteria. I'm starving."

A lot of the students that were interested liked the idea though hard to say when there were about eleven or twelve total that were interested.


	7. Ghosts of our pasts

Filia sat down in the cafeteria with whoever decided to come learn about her own predicament. it came to no surprise it she saw it was only Teams RWBY, JNPR, and a small handful of other students most notably one that seemed to have rabbit ears amongst them. While she faced them, Samson faced the table eating as usual for him should he get into a fight. "(At least it's free here.)" she thought to herself. She looked up at the eleven students in front of her. "I'm going to be honest, I have no clue what questions about New Meridian you have." She spoke straight with them most where staring at the fact Samson was still eating at an alarming rate.

"You can start by explaining about the thing attached to the back of your head." Yang spoke up still curious about Samson to a degree. "What, is he your semblance or something?"

Filia cracked a small smile at that one. "Far from it." She spoke up "You saw my semblance in action at the fight. Aura siphon I believe is what everyone called it." She continued to speak. "Samson is a parasite and therefore apart of me."

"Parasite?" Pyrrha said catching onto every word. Filia nodded. "Is he contagious?" Filia shook her head. "I see. Samson, Can I please ask you a question"

"Spill it." Samson's shouted as he jammed an entire tray into his mouth.

"Are there others like you here?"

Samson stopped eating took a huge gulp Filia gagged as he did. "Not here on this rock. New Meridians an entire different story. I'm what's regarded as a possessor I take control of an object on a person the kid's hair is evidence enough. there are others though some are more dangerous than me even."

"Right Filia called you a class three." Wiess answered. she then reflected on the match they had just witness "I fear the other classes." She shivered as she said it.

"No, it's the fives you want to fear." Samson said as he laughed at the Ice Queen's reaction. "We are here because of a class five."

"A Class five is capable of breaching realities?" Jaune shivered at the idea of a creature strong enough to break the fabric of reality. Samson despite not being seen by any of them stared at him confused by his concern.

"WHERE IN THE WORLD DID YOU GET THAT DUMB IDEA?" Samson yelled angered at him. he calmed down a little when he saw Filia eyeing what appeared to be a very cold looking beverage a good distance away. "First off, no parasite in the history of our world has ever became that powerful. I would know I'm several centuries old." He boasted his seniority to many of them especially his host were annoyed at it. "The parasites of class five are more terrifying than you would believe but they are not what could be called Omnipotent breakers. Much like class four parasites, partial augmenters, Class five are full augmenters"

Jaune as well as several others looked at him confused. Samson Wrapped up Filia forcing her to stand up. "Class ones are just regular bacteria diseases. You know, tape worms and such." He then moved his lochs to remain partially hidden. "Class twos are just enhancers, Like some form of demented steroid. Many parasites that are class two and higher do this to their host." He then reverted to normal Filia however turned around so he was viewable. "Kid is infected with a class three, we already know what I do." He then forced Filia forward facing the audience. His hair wrapped around her arms and shot several spikes upward. "Class fours are partial augmenters they do things like these. I believe most artificial parasites tend to be this." Samson returned to normal as he spoke "Then you have class five." Samson slowly began to cover her "A parasite capable of altering their host's appearance at will" As he spoke he wrapped Filia in a casket like wrap. "The class five we encountered was able to turn its host into a pool of blood and was able to manipulate it with ease. We barely escaped with our own lives." Samson's grim voice entered the people's ears terrified at the idea that there were creatures capable of Semblance like powers without even having them awakened.

"Hold up" Yang began to speak up again. "if you claim aura siphon is your ability then what's Filia's."

Filia sighed hearing that question. "I will never know." Those around her stared at her with interests now she said such. "Samson, as described is a parasite. He Enhances my own physical capabilities as well as augment my hair into a weapon. Today when I was getting this unknown force you call aura awakened Professor Goodwitch detected an unknown anomaly. It was like my own abilities were being blocked. As it turns out Samson's parasitic relationship we have has made it so his abilities are mostly dominate. that is why both of us are regarded as having the same semblance." She spoke sad but she was at peace with the reality.

Nora, an orange haired girl known for her hyperactive nature walked up to the two of them and touched Samson. Samson twitched away scared of her. she reacted by grabbing him and yanking him towards her as she began petting him. "Hey lady watch it." Samson yelled as both he and Filia winced in pain.

"You okay." Ruby ran up to Filia.

Filia winced as Samson struggled to get away from the crazy person that seemed to think he was pet. "Yeah" she turned her eyes toward Nora "Nora can you please stop." She spoke through the pain Nora was causing. "Not that your comforting isn't welcome it because we are linked." Nora stopped and looked at her confused as well as some of the slower student to understand what Filia meant. "Samson's side effect are as follows" she spoke as Nora finally let go. "Enhanced strength and endurance, linked nervous system, increased appetite, and death should he be removed against his will."

Everyone froze as she said the last one. Filia gave them a form of scare that was unbelievable. most of them were thinking on everything that she must do in combat when fighting to minimize damage to herself.

Blake seeing this quickly looked at Filia "so what is New Meridian like?" the question caught everyone off guard.

Filia thought on it. "It is a town that is truly something." She spoke fondly of her home city. "Towers that stretch far into the air as airships we call blimps populate its skyline. Ships from the harbor can be heard as far as the Suburban village of Maplecrest. That's just the city in the day at night when it all lights up." Filia stopped talking remembering the sights of New Meridian from her favorite local diner, the multiple parks, even the Water way slums that fish folk inhabit.

Samson saw that they were only getting half a picture. "New Meridian may be a town that screams of promise, but it's anything but." He spoke grimly as he began to paint a drearier picture. "Most people are far from friendly a fair portion view it as a dog eat dog world. Corruption reeks in the streets that rot the town to its core. everyone lives in fear of the Medici crime family as they seek a self-proclaimed land write that was taken over by the Canopy Kingdom centuries ago." His picture was colorful for sure many of them were surprised that the two have different views of the city.

"Well it sounds like a fun time." Jaune said lying through his teeth. after hearing Samson's statement. "Well at least from what Filia said anyway."

there was an unsettling silence in the room. until A female with rabbit ears stammered her question. "Uh, in New Meridian."

Samson eyed her menacingly "What about it?"

The woman still panicked as she spoke and Samson's stare was not helping her. "Are there faunas where you're from?"

Samson and Filia stared at her confused. they never figured out what they were exactly. Filia accidently thought it was the name of a local militia that fought a group of radicals called the White Fang. Blake looked at the two of them and could tell they were not familiar with Remnant terminology yet. "They are people with animalistic traits like Velvet here with her rabbit ears."

Filia stared at her as what she said click in. "Oh, I just lost points on Oobleck's quiz then, shoot." She stated disappointed before getting on track. "Yes, we have something like faunas. were me and Samson are from we call them ferals."

Blake winced a little clearly offended by the term. "it's a little derogatory don't you think?"

"Tell that to the ones that wear that label with pride." Samson spoke up.

"Samson." Filia angrily glared at him. "Most Ferals don't really seem to mind. As Samson stated some like the term since to them, it reflects their tendency to rely on their animalistic instincts."

Blake stared at her interested. "So, what would you say the biggest difference between fauna and feral is?"

Filia thought on it. "Well I don't know much about faunas for start but from what I can tell ferals have more characteristics of the animal of reference but not by much." she eyed the room "I'm sorry Velvet but I may need to use you as example." she stated apologetically. Velvet stood up in front with her. "Velvet, your world rabbit Fauna really only has one pacific trait, her ears. A rabbit feral from my world would more than likely have the ears, tail, and maybe their teeth." She explained horribly she was aware of it though. "Sorry I only have encountered both aquatic and feline ferals. They are mostly the dominate variants in New Meridian."

Blake raised an eyebrow after hearing what she had to say. "You don't mistreat ferals where you're from?"

"I wouldn't put yes down so easy. it's more like many are afraid to try." Filia stated bluntly. "most of them are good people trying to get by. several of Samson's contacts are ferals as well. They can sometimes be a very short fuse though. there is no telling when you said something that allows something as primal as their senses to activate." What Filia stated is not far off from her experience. Samson on multiple occasions had got the two into several fights at the River King Casino do to their short fuses. That said she has encountered Ferals that seem to be the opposite of what Samson has introduced.

Most the students for what seemed like an hour asked Samson what he was capable of afterward so he showed how far he can stretch as well as a few tactics both Filia and him tend to use. after that the day continued about on its usual way. One minor exception is that Samson stayed out in the open from there on out.

 _ **Several days later.**_

A lot of time has passed since Filia first introduced Beacon academy to Samson. for the most part she was treated like anyone else. Granted, several did fear her and kept their distance because of it. Even then, Filia was not exactly alone both Teams JNPR as well as her main team, RWBY stay close with her. in the meantime, however they were not around. Filia went into town to go gather a few things. the class they gave on weapon maintenance was truley a very informative class save for one problem, No one knew about organic weapon maintenance. Fortunately, Samson could help Filia with the list of supplies. to her surprise, Samson is exceptionally low maintenance. He only needs food, and haircare products which Filia herself was not exactly a stranger to. That said, she does not know anything about Remnant's brands.

She was examining bottles trying to figure out what brand to get. Figures she was not familiar with Remnant's grading system. "I should have asked for help on this." She said looking at Samson who was just looking around at the time not fully interested. "Samson, which looks good to you?" she asked him though she had a hunch on what his input would be.

"Kid you're going to want one that is not a two in one conditioner and volume. They may sound good on paper but it does not help me out at all." He stated still scanning the isle for anything suspect to happen.

Filia looked at him shocked for once he had given him an answer that was not a sarcastic or vulgar. He was straight and to the point. "(okay so he takes himself being used for combat seriously. I'll need to remember that.)". that was the only thought in her mind. as she put the two brands she had in hand and looked at the separated brand bottles.

The isle was a lot bigger with twice as many brands on it. Filia looked at it dumbfounded as she looked at the products. Several of the brands boasted of scents which Samson had told her is unneeded unless you are trying to impress.

an hour later and still no answer she decided it may be best to come back with Wiess. she grabbed a few bags of snack food and went to the check out. Outside the small grocery outlet, she let the warmth of the sun hit her face before heading toward a familiar part of town. She had not been here in over a month in a half. Samson looked around as well he figured out quickly that they were in the small back lot that the rift device dropped them in. "A lot has changed since that night Samson, both for the better and worse." she stated looking at the burn marks that the device left.

"No kidding." Samson looked at Filia upside down from his position. "This world has changed the both of us." He let out a sigh slightly depressed over the whole thing. "Look, I know that technically it's my fault for your memories, Eliza, and getting stuck inside a science fiction movie but you know."

Filia closed her eyes with a smile "It was worth it?" She stated calmly "Samson you are possibly the best worse influence I have ever known." Samson burst out laughing at her remark.

"I'm your only point of influence you've ever known." He responded with his menacing voice. Filia was snickering as they were reflecting on their life in New Meridian, unaware of the group drawing near.

"FILIA." a familiar voice called out. Filia opened her eyes and looked to see a panicked Ruby Wiess and Yang running toward her. "Have you seen Blake?" Ruby spoke quickly she seemed to be scared about her disappearance.

"No what happened?" Filia began taking concern thinking back on it she didn't see her when she went off to bed either.

"Wiess happened." Yang just bluntly stated to Wiess' annoyance "Apparently, Blake has a long history of hatting the Schnee dust company." Yang read Filia's vacant explanation and rolled her eyes. "Do you need to know about the dust company or why she would hate them?" Yang even after discovering where she is from.

"Just give me the reason Blake is missing." She stated calmly. Samson was surprisingly staying quiet which isn't like him to a degree.

"Okay long story short Blake was a Fauna." Yang went to the point as she continued. "Wiess' family has had a long history of simply put using Faunas as for slave like labor. It's one of the main reason the White Fang exist." as Yang was about to continue Filia stopped her.

"I think I understand. I'm guessing Blake was a former member." Filia spoke up before Looking to Samson. Where do you think, we should check?" Samson looked at her annoyed at her question she sighed looking at him "Sorry force of habit." she then looked at Ruby and the others to ask.

Wiess cut her off quickly "We were planning to split up we just saw you enter the alley." She then looked around confused. "Why did you go into here, you don't exactly hide Samson anymore."

Filia's eyes lit up realizing that they were not aware of it. she pointed a burnt shaped circle that meshed between a wall and part of the floor. "This alley was the first thing I saw when I first arrived. Over there in fact is where the weird device first dropped me off."

"Oh, I didn't know." Ruby spoke up shocked looking at the burnt circle "How did it happen?"

Samson tilted himself to be seeable. "Hey we got other problems right now okay." Filia simply nodded in agreement as she looked back at them. "So, what is the plan?"

Ruby paced around a little trying to formulate a plan. She walked toward Yang the Wiess circled around Filia and Samson as she thought about it. Her silvered eyes got serious as she looked at them. "We can cover more ground if we split up." most of them nodded looking at her. "Yang check the clubs, Wiess Head toward the commercial district Filia you and Samson check by some of the residential area. I'll handle the harbor, we'll meet up in a few hours okay?" everyone nodded in agreement as they ran to their directives.

 _ **Several hours later.**_

The residential communities were not much to gawk at as Filia and Samson looked around for their missing friend. Between the crowded streets, small benders, and local park it seemed to be just a normal day no way to track down what could only be called a ninja from one of Filia's old comic books. Suddenly Filia's new phone went off. "Uh, hello?" She spoke into the strange phone device.

"Filia, it's Wiess get here now! Blake is in trouble." Wiess's voice came from the device. For a quick second Filia removed her head for a quick second to see if she was around. "We are by the harbor." She hung up just as fast.

"Samson, we need to get to the harbor now." Filia turned around and began running down the street she just came cutting through alleys to reach the harbor. She was clear across town making it a long travel in front of them. Crossing across a street She and Samson heard a giant explosion the cloud rising from the Harbor. "We won't get there in time." She panicked still dashing toward a busy street.

"Hold on" Samson yelled being serious with his actions. He shot two tentacles out grabbing onto a street lamp tossing the two of them onto the rooftops. Filia continued her dash toward the city as Samson looked for a faster route. Suddenly something caught his eye. He began to grin looking down toward Filia. "I got a crazy borderline suicidal plan." Filia's eyes focused on him as she ran. "Just hold on while I find an opening." She nodded to it still dashing toward the rising smoke cloud several other explosions could be heard much clearer now. "NOW JUMP!" Samson's yell was his usual que if one was ever needed.

Filia jumped to have Samson's free shaped body toss the two of them off a building. Filia began to scream as Samson latched onto another street light treating it like a painful swing. both winced as their attached roots tested against her weight. luckily it was holding thanks to its infected durability. The two landed on a speeding police truck heading toward the area.

within minutes they were making up for lost time. as they arrived they did not hear anything. "(This can't be good.)" Filia thought to herself as she ran into the area. She saw Yang and Wiess looking at the carnage. as she dashed toward them. "Wiess, Yang I came as fast as I could." she said panting. "where's Blake and Ruby?" the two were silent. "No don't tell me."

Yang's eyes widened "What are you talking about she's over there with her new friend." pointing over toward Ruby looking around the area. "she was there a second ago."

Filia exhaled her suspended breath in fear of the worse. "Thank heavens" she mustered from under her breath.

The three had to wait for Ruby and Blake as well as a person that looked to be another one of the faunas that lived on Remnant to do their police reports. as they waited Samson began to grunt. "Kid, I think I see something by those boxes, let's check it when you get a chance." She nodded waiting for Wiess to hammer in Blake about being reckless and apologize as she began to lay into her Filia made a slip toward the crates. there was not much to them when she looked at them nothing out of the ordinary. She slowly walked through the containers before coming to a halt. in front of them appeared to be a small puddle of red liquid. Filia walked up to it and dipped her fingers in it. she recognizes that kind of viscosity anywhere, it was blood. she began to rub it between the two fingers she dipped in before Samson let out a low animalistic growl. The only time Samson has done that is when he detects a low threat, annoyed beyond belief or someone he did not liked. Suddenly the liquid in her hand moved to jump out of her hand and into the small puddle.

"that's strange the only time I've seen blood do that is if..." Filia's eyes widened. "Oh no." she looked at Samson who confirmed what she feared. "Eliza is here?" her eyes began to fill with panic.

"Filia listen we can deal with her in our own time, for now let's keep this between us." Samson spoke trying to make smart decision. Filia nodded as she looked at the slow-moving puddle and ran back to her friends.

 _ **Epilogue**_

Jaune and Pyrrha were yet again training with one another on the roof of the school. as usual it was just more aura training. "Now Jaune" Pyrrha spoke up calmly looking at his posture "I want you to hold that pose and focus on breathing no distractions I will be back with the next part of tonight's training." She watched him stay still satisfied with his dedication. she turned to leave as he held the posture.

or he would of if his scroll didn't ring. he jumped startled by it. who could be calling him? his sisters were not supposed to till a few days from now and even then, it would not be now of night. he went and looked at his scroll to see who it was. "Unknown Number" was plastered across the device. he stared for a few seconds before accepting the call.

"Hello?" He asked calmly into the device.

"What I get reception down here? Sweet! hey I need three Meat lovers stat." A female's voice could be heard but something was off about it. her voice sounded slightly like it was electronic. "You guys do delivery, right?"

"Um, I think you have the wrong number." Jaune stated slightly confused at the mystery woman.

"Huh? WHAD YA MEAN I GOT THE WRONG NUMBER? I'M LOOKIN AT IT RIGHT NOW IN DE PHONE BOOK."

"Phone book?" Jaune listened to this crazy person continue to speak. as he listens to her rant Pyrrha climbed back up with what appeared to be two sticks. she stood there confused as she saw him on it. "Look if you don't mind your interrupting my training."

"OH, YOU'LL NEED THAT TRAINING DUMBASS CAUSE IMMA COMIN!" Jaune backed away from the device as whoever was on the other side screamed at him. Pyrrha walked up and examined the number before gesturing if she could. Jaune Obliged.

"Hello?" She spoke calmly.

"OH, NOW THE NICE HELP COMES! LADY, YOU'D BEST BE FIRING THAT LAZY SACK." The livid woman was still going ballistic to her surprise.

"I'm very sorry miss, uh what was your name?" Pyrrha began acting politely toward her.

"It's Peacock" She spoke still fairly angered at Jaune "I need five pies, two meat lovers, one cheese, one vegetarian and, one sec. HEY, WINDMILL WHAT YOU SAY YOU WANTED?" there was a pause "OKAY. make that three meat lovers, I think."

"Right away miss. can I have an address?" Pyrrha was confused but put the act up in hopes of getting any information from the prank caller.

"Yeah were on 8th and broker. west side of Meridian."

Pyyrah's eyes widened "Meridian?" Jaune looked at her in shock as she spoke "as in New Meridian?"

"Uh, duh." Peacock simply remarked. "why you ask that."

"Uh, no reason" She spoke quickly before continuing with a final question "Hey do the Names Filia or Samson ring a bell?"


	8. Getting into place

If there was one thing to say about Peacock is boredom has taken its toll on her. She has been waiting for nearly an hour since getting off the phone with the pizza clerk and a bumbling oaf that seemed to be more incompetent then the nerds from lab seven at least lab eight make a bunch of cool weapons for her to use in the field. She silently sat in front of her many televisions all eight of her eyes focused on all of them. "Ugh where on earth is that useless delivery guy?" She clicked her tongue as she spoke "Last time I order from "New Meridian's finest." these bozos couldn't find themselves into a paper bag." She continued watching until a heavy crash came from behind her. "Oh, for the love of," She jumped off the couch and turned around to meet the glare of a masked figure. "Oh, what do you want now?"

The creepy woman stayed silent. heavy breathing came from underneath her mask. "Bloooohhd…" the woman's voice trailed off despite its sharp graveled voice. Her appearance was something that made a lot of the ASGL shiver upon encounter. On her back a set of four double edge swords were forged to her back connected by a single tube. In fact, her whole body was covered in tubes, nails, and scars. While the tubes on her back were confirmed to be patristic in nature, it sees whatever she was infected with could move inside her body forming barbed spikes wherever she needed them.

Little did all the Anti Skullgirls Lab know of lab zero's hidden Skullgirl blood experiments. This woman was caught recently by Parasoul during a mysterious signature was found. After her encounter with the mysterious woman she left the ASGL believing that they were a true menace. It does not help since roughly two months ago, a girl and a class three parasite broke in on accident trying to escape a mysterious class five parasite and its host. Since the incident, Peacock was on watch dog duties to track the woman down to no luck. afterwards this woman was left in their care. Granted it was easier said than done, she had a rather violent nature and a short fuse to boot.

She slowly crept toward Peacock with her crippled limp, the four blades spinning at a rapid rate. Peacock got her robotic arms up as her partner, another Parasite named Avery began trying to call up the rest of her chain gang for back up. Peacock seemed more annoyed and was not thinking straight do to hunger came up with a different plan. "If you want to kill someone go after that idiot of a pizza delivery guy." Her head caught a brighter idea "Or better yet make my job easier and kill this woman." She pulled a remote from under her hat and rewound a camera that was placed in the room with the weird gate device. The masked woman approached the screen placing her hands on the monitor blood slightly coming off the damped cloth that was wrapped on her hands. "(that outta keep her busy.)" She thought to herself as she went to the higher phones to try the land line.

The phone rang a little as she waited for someone to pick up. "Hello O'regino Pizzeria how can I help you?"

"Yeah where the hell is my pizza" Peacock said annoyed.

"I'm sorry?"

"Don't play coy, I ordered five pies close to two hours ago, Look it up it's under Peacock."

"Miss I don't see your order here."

At this rate, she got angered a hung up "FREAKING USELESS." She stormed down stairs and saw one of her partners BigBand, a giant man composed of wind pipe instruments listening to the radio. "Oye BigBand go out and get some grub will ya? that Pizza joint you recommended was useless."

BigBand looked at her. "Peacock I assure you, O'regino's is the best in town and they would never forget an order." His calm demeaner mixed with his size had given him the nick name of the brass giant but he detested the name usually.

"Reliable my rear." Peacock stated annoyed as she stormed off. She made her way back to her den to watch the news and maybe a handful of rerun cartoons to see that the mystery woman had the remote in her hand rewinding the footage. She stopped it on a single farm and closed in on it. "found who you want to kill?" she asked rather disinterested.

"FFFFF" the woman began making sounds with her lips Peacock stared confused.

Peacock stared at the masked woman with a raised brow. "FFF-Foil-Frown Fissile what?"

"IIILLL"

At this point the woman clearly was not making any sense "(What is she going on about.) What you sick?" She stared at her noticing the Parasite in some form of way receding like she was in control or at least some form of control outside of her mindless rage moments. "You first said F right what you mean Phill?"

"IIIAA"

"Hey I can't help if you are not being clear with me okay? Now what is it?" Peacock stared at the monitor to see it on a frame showing of course the device, the weird black creature it spawned, the mystery woman, finally the footage showed a Girl locked in bubble Peacock immediately realized who she was "That's the hairpiece that owes me money what about her?"

"FFFIIIILLLIIIAAA!" the mystery woman screamed the name in rages as red electricity pulsed through her. Peacock took a step back and quick drew her revolver. The woman stared at her. Something was different to her wasn't sure what. She then began to reach for her mask. The shadows created by her hair made her red eyes ominously pulse. She continued to remove the mask that was stitched to her head. She finally got it off. Peacock took a step back as she looked at her. She looked mostly normal outside of normal parasitic signs and the stiches that covered her face. She breathed heavily it seemed to have hurt her.

"Uh… What did I miss?" Peacock said as Avery poked his head out from underneath the top hat.

"That girl. I know her." She spoke "Please take me to her."

"Look lady, I'm not inclined to do anything." Peacock closed her eyes as she walked to the couch. "Wake me up when something interesting happens." She began waiting the monitors. She saw her reflection on the monitors.

"Very well." She spoke sorrowfully. She looked back at her mask as rage built up in her eyes. She grinned menacingly as she began to reattach the mask. "But if you won't take me to that room" Peacock saw the reflection again this time a familiar slender figure with glowing red eyes was there she turned around just in time to dodge a torrent of spinning blades slicing the couch in half. "I'LL JUST HAVE TO MAKE YOU BY FORCE." Her voice went from the calm person several seconds ago, to that of a psychotic serial killer.

Peacock jumped back getting ready to fight. "Avery wake the boys up." She said staring at the mystery woman. "I think this will go badly."

"On it boss." Avery spoke up as he retreated into the hat.

The woman dashed at her with the blades spinning at a crazy rate. Peacock blocked the strike grabbing a metallic pipe that was close by. Even with its size it cut half way through it. She winced as the edge of it was just inches away from her face. Peacock reached into a small dark hole and pulled her revolver out as Avery shot the attacker with a shotgun. She fired three rounds which were blocked by the blades as they took a fan position in front of her. Peacock dashed at her sliding underneath her leaving a bomb at her feet. the explosion caused her to go flying into the air. Peacock decided to capitalize on this as she formed a dark hole underneath her to jump into. It later reformed of the ceiling for her to fall on her attacker.

"You're out matched, give up." Peacock taunted only to see the woman go into frenzy state "Oh."

The assailant charged again as Peacock whistled. An anvil suddenly fell on the woman in front of her. It began to spread legs and began pounding on her. To Peacock's shock the woman was shrugging off the damage like it was nothing. "What on earth is this woman?" caught in her own daze the woman jumped on her and latched on hard. Several sharp spikes stabbed into her making Peacock flinched in pain. "alright uncle, uncle I'll take you to it."

 _ **10 minutes later**_

"Alight here it is Lab zero okay? Look it still busted from the last time." Peacock said annoyed

"Then we'll fix it." She stated willingly

"You got to be kidding." Peacock said as she rubbed her forehead. "The device doesn't work got it? Now if you excuse me I have a woman that belongs in some sarcophaguses to find."

"She went in there."

Peacock froze and looked at her "What? Well that changes everything" She stated loudly in a sarcastic tone "oh wait, no it doesn't. If she's stuck there then fine by me." The woman's red eyes turned to that of a glare filled with murderous intent. so much in fact Peacock had to change the direction she was facing to ease it from her.

Suddenly Peacock's radio phone went off. She picked it up and answered it "What? Anomaly? This room? NOT CLOSED?" Peacocks face got more and more shocked as she looked at the machine. The eyes on her metallic arms began changing color as she viewed it. "I'm getting nothing." She said back into the phone. "Turn it on?" She slapped her face in annoyance "it has been functional. AND NO ONE TOLD ME! Some help you are." She slammed the device as she walked up to the ring. "Hey windmill, that panel over there" she said pointing toward it "Pull the switch."

The woman pulled it as Peacock looked at the device, it seemed to be charging. "Well good news and bad news." She said looking back at the masked woman. "It seems to be operational but I have no clue on how long it'll take. Eggheads kept blabbing about unknow variables."

The woman sighed with relief "I will wait." She said calmly taking a seat on the floor.

Peacock stared at her "You know you can wait upstairs where there's food and TV? Don't worry bout the weird sci-fi machine. My friend Andy will watch it."

The woman looked at her and nodded removing the mask again. "My names Carol, though most know me as either Painwheel or in HER case experiment eighty-four."

"Yeah whatever, just don't make me hull yourself around." Peacock said as she began heading back to her den "Let's just hope Bigband brought something to eat."

 _ **Else where**_

"Kid, I'm ready for fourths." Samson spoke up as Filia and him sat with the rest of their assigned team. Filia looked at him in disbelief. He was extremely hungry today but they haven't done much of anything.

"Shockingly you make Nora look like a person with an average appetite." Yang said smiling at the picture of him and Nora in a hot dog eating contest. To her the match guaranteed first or second to either of the two.

"I don't think they would allow parasites into that kind of contest." Filia stated as she was about to get up and left. Her mind for the most part has not been there just on the pool of blood she encountered yesterday. "With Eliza, here everyone we know is at risk." She said as she walked with Samson holding two other trays since the last time he ate one of them the two were scolded for it. "I need to tell them."

"We don't even know if it's my psychotic stalker for all we know it's just someone's whatever they call it." His voice was welcome but not exactly comforting. "Ease up a little we still have a few weeks until the semester's end then we can focus on tracking her down." He was right Neither of them had time to be concerned about a something that could be nothing. deep down both knew they were biting into false hope. there as to much evidence against it.

"Alright I'll try to keep a calm head." She said placing the tray on a cleaning rack and proceeded to go get into a second's line. "Let's do as we said in our first day in the arena, show them how we do things in New Meridian."

Samson grinned at her "Atta girl." as he laughed.

 _ **Ozpin's Office.**_

Ozpin was drinking the coffee from the staff office. He has been focused on reviewing upcoming events. an alarm could be heard indicating someone was in the elevator coming up to his quarters. He continued to review scheduled events including a dance next semester. He felt a quick presence he looked up to see Oobleck who was holding a decently sized stack of papers. "I presume that those are not grades." he calmly stated as he looked at him.

"No this is evidence I was able to gather from Filia and Samson regarding New Meridian." He spoke ecstatically "Unfortunately it is not much. most of that is what we already know. She is not exactly the deepest well of information. about fifty five percent is pure speculation based on what she has said." He dropped the small size of papers on his desk. He went to leave before turning around. "I do advise you read threats however." with that he left toward the elevator yet again.

Ozpin looked back at the report that the eccentric paper left. He decided to check the first article of interests Filia and Samson's relation. as expected, most of it was what the two have already told them between the extended diets enhancements and her own amnesia. New Meridian as well as most the Canopy Kingdom would have been useful but it seemed again Filia's history of her own world was vast proved to be rudimentary. a good portion likely came from interviews from Samson. Ozpin looked concerned seeing who the last Ruler was, a war loving tyrant. but continuing reading it suggested he died in a war against an unknown force. "(this must be the threat many in her world fear.)" he thought to himself until he read the next subject, threats. Ozpin read it only have his eyes widened.

It read as followed. "Among everything in the world Filia and Samson originate from it seems that they all live in fear of the Skullgirl. the Skullgirl is a corrupted being of pure evil. While Filia knew little of the creature Samson has confirmed that one of them was so powerful it required the three waring kingdoms to form an unsteady alliance to defeat her. after her defeat an item called the skullheart appears. Not much is known other than the skullheart's appearance, a heart sized skull that has several other common traits of a heart. legend says that it will grant any woman's wish. there is a cost to this wish; should it be a wish from greed they will take the mantle as the next Skullgirl."

Ozpin leaned back after reading that segment before continuing the report. "Given Filia and Samson's backstory from the night they first arrived it is likely they were planning to ditch the Skullheat in an alternate dimension Filia however accidently got transported here during an escape from another parasite infected host who as Samson has stated, for a long-time obsession over him."

"Well" Ozpin spoke up reading this "It seems I should meet with the rulers of this world soon." He took another sip of his drink before continuing the report.

 _ **Somewhere in vale.**_

Roman had been laying low since the red hooded twerp and her orange haired friend foiled his latest heist. "She is not going to be happy about this." he mumbled as drank in the bar. he looked around to make sure there were no heat in the area before taking another shot. As he did so he remained unaware of the person approaching behind him.

The person eyed him as he slowly drinks his scotch. "My, what a lonely face. Tell me honey what is causing you trouble." She spoke elegantly though seductive.

"Not that it should matter to you but as of right now I am in deep trouble with my client." He spoke not exactly thinking on it. still facing a way from the voice that is coming from behind him.

"Oh, you mean the white fang" the woman kept her rather seductive voice. "Or that red dressed woman that is your real client?" her voice as she spoke turned more malevolent. Rowan turned around shocked to see a woman dressed in a black dress decorated with weird gold clothes that surrounded her attire.

"Who are you?" Roman demanded staring at him.

The woman smiled as she looked him over "a generous benefactor." She walked to the side of him and placed her arm around him. "You see I have a solution to make your troubles disappear. All I ask is that you and your client do something for me."

Roman eyed her whoever she was she was clearly not someone to be trifled with. "What is it you can offer exactly?" In his line of work this kind of questioning is required and so far, this woman was impossible to read. "More importantly, what is it you want?"

The woman kept her clandestine grin as she talked "I want you to steal plans for a device." She spoke calmly. "In exchange, I can offer you access to weapons beyond your wildest dreams. maybe enough to stop a group of pesky huntresses in training."

Roman thought of it then laughed. "Alright I don't suppose you can prove the existence of these weapons, now can you?" his amusement turned to fear as the woman proceeded to have her skin peel off her skeleton showing a White Skull with two bumps on it. "What the hell?" he said as he looked into the yellow eyes of the skull that stood before him. "Okay, you have my undivided attention." He shook his hand out "Torchwick." he calmly stated

The woman replaced her skin on the skull to have heal like there was nothing had happened. "My name is Eliza darling and I think we will get along famously. I'll being touch darling." She said as she walked away from Roman back on to the stage to begin her next act.


	9. Hair Net

Blake returned to her dorm early. Since today was the last day of the semester all they could say was "Let's go celebrate." They were planning on heading out and staying in a motel that night. She was tasked to get the fifth and what could be argued as their sixth member. She walked up to the door and knocked on the door.

"Filia, Samson, You two in there?" She spoke calmly listening in to see if there were any noise. All she could hear was Filia's radio playing loudly. She opened the door to see the window in her small room open. Blake's eyes widened as she searched the room using tricks she had learned from the White Fang. She quickly dug through the papers on her desk looking for an answer. As she did the radio in the room began to get a very strong amount of interference. Blake turned and slowly approached it. It was an old looking device it was decorated with wood finishes and metal casings it was an antique to say the least. "(must remind her of home.)" she thought to herself continuing the search.

"That is where I think we need to start look…, Blake?" Filia's voice came from behind her. "Is there something wrong?" She saw that she was scavenging the documents that were on her desk. "Oh, yeah I guess I have not taken decent care of my old homework assignments." She said slightly embarrassed.

"Where were you?" Blake said sternly with her. "I thought something bad happened to you." Filia as she listened went to close the window. She finally noticed she was in a bathrobe "Oh right, you tend to shower at night because of Samson." She saw Samson still gazing at her half amused. She never fully understood Samson nor New Meridian. Samson to her was just a sentient Grimm and it wouldn't surprise her if others have mistaken him for it. As for the fabled city of New Meridian Filia clearly was proof of this other worlds existence on her own from the way she dresses to some of the slang she occasionally used. She remembered when Yang talked about taking her to a Theater to have her mistake it for theatricals. Movie theaters where she is from simply went by movie houses. Her eyes memory came back to her "Oh right, the rest of our team is heading into town for the night are you interested in joining us on the town."

Filia looked at Samson who seemed rather gung ho. Herself however, was more concerned regarding everything. "Sorry I think I'll be a little busy to join you this evening." She gave an apologetic tone as she spoke. "Something came up that I need to look into." Blake tilted her head confused. "The day you went to the harbor and Ruby and her friend saved you and the blonde teen I saw something terrifying."

"I know you should be concerned about the white fang but they won't do anything for some time." Blake said reassuringly.

Filia looked at her still relieved though troubled. "While it is good to hear that they are not what concerns me." Blake looked cautiously. Filia sighed as she got up and faced away from Blake for Samson to talk for her. There have been a few moments where she has done this in the past after she introduced him most notably when discussing New Meridian.

"What the kid is trying to say is we think someone else from our world is here." Samson spoke up. Blake has observed Samson for a while and she has noticed he has changed a little. Despite how he was when they first meant he is rather different instead of being a form of aggressive instigator he now was friendly with those around him. Provided his host trusted you or vice versa. "Long story short the if it's the person we think it is Vale as well as the rest of this world may be in trouble." His voice broke Blake's observant thoughts on the hair monster.

"How?" Blake watched Samson's rather change in presence. Samson while laying still in the mop of Filia's hair. He didn't change positions just mildly adjust his jaw if needed. He is not known for tensing up but before he began to explain why he was stiff.

Samson sighed as he looked back toward Filia who was eyeing him as well. "Look, you know how Filia first made me hide underneath the baller hat when you two first meant?" Blake nodded to his question. "Well, hiding isn't exactly an uncommon practice where we are from." Filia nodded a knowledge his concern. "Truth is the person that we believe followed us is almost as old as I am. Back those times Parasites were not as feared as we are now until she came along." Samson's tone darkened as he spoke catching even Filia off guard since he was normally not the opening sorts. "Back then she went by Neferu or more commonly The Crimson Scourge."

Blake looked at the anger that was building in his eyes but it was not from what became of them or at least most of his rage. "a few decades ago I had a close run in with the bitch. Wanting my abilities, she offered her as a superior host. I refused because of what she did to our kind." Samson was clearly getting emotional almost the exact opposite clenching his jaw shut trying to fight what could be called sorrow back. "She killed her just so I could infect her." Filia looked just as surprised as Blake listening to his story. "Since then I have vowed revenge for the sake of Delilah."

Blake stood there melancholic from his tale. Granted, he went off track from his original reason as to why they could not join the rest of RWBY in town tonight. Samson may not have been a very talkative person unless threating someone or trying to give Filia guidance but he clearly had his own values. "I'm sorry to hear it." She spoke softly "Listen, you're not alone anymore. You have friends to help back you up when needed." Blake in her mind was kicking herself for not following her own guidance the last week she has been up searching for evidence to suggest the White Fang's next move is.

Filia turned around as Samson began to calm himself. "I guess you're right." She spoke rather cautious. She looked at the room as her radio filled the in the noise of the background. Filia got up after Samson seemed to be done venting, or at least to a point where he wouldn't attack someone in public like he was known to do. "We need to get a move on the last Blimp for the night will be leaving soon." She began to get up and gather a few simple items and stuff them into the dingy messenger bag she had when she first arrived.

Blake stared at her "Bullhead, the flying ships are called Bullheads."

"Oh"

The two made their way to out to catch the last bullhead off Beacon to the small harbor town that was close by.

 _ **Vale harbor town**_

Roman was walking through the back Alleys trying to find places for his next big score for the White Fang. He felt his scroll ring though suddenly as he reached into his coat pocket to pull out his scroll device. He answered his phone "Hello who is this?" He asked hesitantly.

"Roman Darling, are you open this evening?" It was Eliza her usual voice suggested that she seemed to have something important to discuss.

"Wha- Eliza? How the hell did you get this number?" Roman demanded his answer sternly confused as to how she was able to.

Eliza was laughing on the other end of the phone seems like his reaction was amusing her. "Come now, you really think I wouldn't be able to find your number that easy?" She was clearly in a playful mood to many in this line of work they would take her as a red flag. However Roman having witnessed her abilities up close decided that it would be a good idea to hear her out. "Now are you able to come or will I have to drag you to the meeting place." her tone came out more threatening this time.

Roman sighed as he looked at the moon "Why do I get the crazy ones?" he mumbled to himself before placing the phone next to his ear "Yes I'm available tonight but it is a short window however so whatever it is please be quick." He heard her gasp in a rather excited tone.

"Marvelous darling meet me behind junior's nine, Wadeaan" With that she hung up. Roman massaged his temples confused to what she just said.

He checked the clock to see the time eight fifth teen "Great, there goes my plans." He sighed as he went to meet up with this mystery of a woman. As he walked away he began to think on everything that he has encountered thus far. First there was Cinder a mystery in herself but her money was good so it did not matter. The kid in Red who seems to be more than capable despite being nothing but a huntress in training. Finally, there was Eliza who gave Cinder a run for her money in the enigma that she created for herself. "I got to warn her." he said slightly concerned. he looked back down at the scroll and went to what appeared to be a dummy number. He waited for it to ring as it did he continued walking. suddenly it finished ringing all he heard was a faint breathing She wasn't much of a phone talker. "Hey it's me, I got bad news. I won't be able to make it." Even with no face he could feel her angered eyes on the back of his head. "There was an unexpected visit. It's complicated." She hung up on him as he walked into the main road heading toward Junior's bar.

What felt like hours passed before he finally arrived at the small underground bar. he walked toward the alley as he looked for Eliza. to his surprise, she was lounging in what looked to be a fancy sofa. "AH, Darling you've arrived." She was still ecstatic though Roman knew that it was part of her rouse.

"Look I missed an important meeting because of you, so THIS had better be worth it" Roman spoke angered at the woman still not ware if any move may be his last.

"My, my aren't we fussy today. Alright I'll keep it quick. If I'm guessing correctly your chance to get what I ask is coming real soon." She calmly said as she pulled a map of the city from her dress. Roman opened it to see she had a small alley that opened into a small lot in the commercial district. he looked back at her. "Before you ask I don't know when. Call it a good hunch." Roman rolled his "the people in on the other side of the gate will be quite dangerous I wager I'd advise you approach cautiously."

"How do you propose I do that?" Roman snapped her again. She smiled maliciously as he asked

"Simple hire a diversion."

Roman put his hands to his temples annoyed. "I have other clients I need to please I can't wait there until it opens for me."

"Relax baby, I got you. Don't worry about Cinder and her need for dust. I will take care of it personally. All you have to do is do what I asked and I will give you what I promised." She spoke very manipulative.

Roman found it hard to argue with her plan as long Cinder... "(wait)" He looked at her He never said her name around her. "How did you." She cut him off by simply shushing him. "Okay whatever, I'll do it." Eliza grinned menacingly as she walked back into the bar.

 _ **Elsewhere**_

"to our first semester as Team RWBY!" Ruby yelled in the booth her team was sitting in the booth as the others held their fist in the air with enthusiasm. Filia and Blake were late but they held off for them to arrive. "So, order what you want Wiess said she would pay for it." She exclaimed as she pointed at her

"Wha- No I didn't." Wiess spoke up before being out voiced by everyone's enthusiasm. She eyed toward Filia recalling how much food she consumes on average. it was nearly triple everything the average student ate in Nora's case, double. "Filia I'm only paying for one of your meals." Filia nodded she seemed alright with her statement.

"Don't worry Snow White I ate a lot at dinner tonight She'll be hungry though." Samson spoke up grinning even startling the waitress as she walked by. He stayed still when she came by to check if she was seeing things.

After several minutes of talking the waitress came by to grab orders. Ruby it was what Filia could guess to be chicken strips. Wiess a form of salad from the more expensive end of the menu. Yang was rather funny since she ordered what seemed to be Nachos for the table and Steak for herself. Blake was more subtly asking for a form of tuna Filia and Samson never caught on to why she was fond of seafood though Yang threw a few quick jabs gave the two the hints they needed. Filia ordered what she guessed was spaghetti and meatballs. "Is that all?" the waitress asked looking at them

Filia looked at the desert menu then looked back up "I'll have a large mint n cream milkshake." she spoke up catching a portion of the table off guard. "Um put that on a separate check please." She spoke remembering what Wiess said.

the others stared at her curiously. "I never knew you like those." Ruby said looking at Filia

Filia blushed a little "Back in New Meridian there was this dinner I frequented called the Madman's Cafe." She said while sipping some of the water that was in front of her "Place made the best in New Meridian in my opinion used really thick Ice Cream. So, thick it came out like cement sometimes."

Yang looked at her rather concerned "You miss there don't you?" Filia looked at her confused "I get the saying home is where the heart is but why did you come here if you miss the place?"

"Yang." Ruby spoke up since she feared that it was rude to ask. Filia raised her hand as she looked at the two of them.

"It's fine." She spoke calmly "The reason I left New Meridian was not on my own free will." She took another sip. "It was because I was running for my life." Yang and the others except Blake leaned in to hear the story. "The day I first arrived here on Remnant was officially a year I had lost my memories. I encountered someone that I'm certain I never knew but in truth she was from Samson's past."

"Wait You weren't born with him attached to your head?" Yang asked sarcastically which made her get elbowed by Ruby.

"Not even close" Samson spoke up "Blondie I've been around even longer than some of the professors at Beacon could wish to be around for."

Filia nodded as she continued "Turns out the woman was some kind of stalker and had trailed Samson for several hundred years." She spoke trying not to miss a detail. "When she tried to kill me a Ursa came from behind her because of a device that was accidently activated. Samson saw a chance to flee and he took it." She stated calmly.

"Wow" Yang spoke Filia couldn't tell if she is impressed or un impressed. "That is the craziest story I have ever heard."

Wiess nodded "I agree honestly If you did not have Samson I probably wouldn't have believed a single word you said." Filia sighed seeing ow they believed her even if it was literally by a hair. "You think you will ever get back?"

Filia stayed quiet when asked the food just arrived and she didn't want to admit it but she began doubting being able to return. "I hope I can one day. It seems Ozpin is rather interested in seeing this place as well." immediately the others all shot her a glance of surprise

"For real." Ruby spoke first "That sounds awesome to think you are the first one to build relations between two worlds." She was holding in her excitement She began to fear what happened during her first encounter with Oobleck. She would rather not deal with it again.

Suddenly the devices they called scrolls vibrated Filia looked down at hers to see a message came in. She opened it her eyes widened it was her grades for the quarter. She opened it and began to read it. the others did as well.

"Four C's, a B, and a D" Yang spoke up before lowering the device

"Three C's and three B's" Ruby spoke up rather surprised.

"Two B's, two A's, and one C" Blake spoke rather calmly

"Four A's, and two B's" Wiess said smugly

Suddenly all of them glanced at Filia who was hesitant to say anything the four of them ganged up on her and tried to wrestle it out of her hands. It was more difficult to do they forgot that Samson had enhanced her outside of hair manipulation. Yang Finally got a hold of it and opened the device. the four of them read her report card as Filia calmly sulked into the corner embarrassed.

"Let's see what the traveler got." Yang spoke giddily as the other three surrounded her.

 **Name: Filia/Samson**

 **Team: RWBY (temporary)**

 **From: N/a**

 **Last School: New Meridian High**

 **Grades:**

 **History: F**

 **Hunting: D-**

 **Combat: B-**

 **Weapon training: D+**

 **Basic knowledge: C**

 **Survival: D**

 **Notes: Given Filia's situation many of the grades should not be held against her. It should be noted her teamwork abilities are far above that of a first year and even fully trained hunters and huntresses.**

The four of them looked back at her with slight shock. "This has got to be worse than Jaune's grades." Yang said a loud. she looked at Filia "though considering you are not from here you did better than some would have expected."

"You think so?" Filia said nervously

"No, we expect you to know our history since you're from another world." Wiess spoke sarcastically "Course not I doubt I would know anything from your world if our situations were swapped." Blake nodded calmly as Wiess spoke.

"Thanks for being understanding." Filia said relieved.

"Come on," Ruby spoke up. "Let's get checked in for the night."

The others got up after Wiess paid the bill and left for the night.


	10. Armed

It has been a while since Peacock and Carol or better known as Painwheel have been waiting close to a week and a half. Peacock was rather shocked that Carol rarely left the room with the cheese sci-fi device she has now dubbed it the ring. She was concerned that it was some kind of a creepy ring guard. Big Band twice has demanded she should take her out on patrol every now and then but she seemed uninterested. Whoever this girl with the talking hairpiece was she was really something to her.

Peacock sat bored on the now duct taped sofa watching her usual monitors hoping to find traces of the Skullgirl. At least until the head of the ASGL walked in on her. "Peacock we need to talk about your side project." He spoke sternly She wasn't interested in him though as usual he was just another half-baked bureaucrat that just wanted authority. She hated taking orders since to her the job was simple find the Skullgirl and eliminate by any means necessary.

Peacock tilted her head back to see what the man had to say "What about it?" She spoke uninterested.

"We can't have you go with just two operatives." Peacock turned her head as she heard the Head of ASGL speak. "Therefore, we need to have a fourth member to join you or cancel the mission as a hold."

"WHAT?!" She exclaimed "But it's so boring here" as expected she was hoped up on cartoons and action movies possibly both. "The Skullgirl only shows up once in a blue moon if I were to guess she won't show her face for a while anyway so I'll get Big Band to come."

The boss put his hand to his head aggravated "We need at least one of our superstar projects here to fight her should she appear during your absence." He was not wanting to deal with the ASGL's magnum opuses' rebellious streak. "Find someone else or don't go that is the final verdict."

"Stupidbossandyourstupidrulesforthesakeofbeingstupid. Now I gotta tell hacky slash to who she needs to kill or my neck's on the chopping block." Peacock mumbled to herself as she climbed down to lab zero's hidden project. Avery immediately popped his head from under her hat holding onto her bangs to get in her face. "What is it Avery?" she spoke annoyed.

"We could always ask her for help." He spoke matching her enthusiasm. "She does owe you after all."

"Who?" It seemed even Peacock had forgotten who Avery was yacking on about.

"You know that Woman that said She would let you blow her up because she owed you for saving her." Avery spoke rather specific. Peacock placed her hand to her chin trying to recall all the encounters she has had over the past four months. "you know the woman with the cat ears." Avery clearly seemed more alert in details than Peacock seeing that even actual traits were being hard for her to remember.

Just as she listened to Avery she noticed Big Band pass by. "Oye, Wind pipe!" She yelled getting one of the many random nicknames she haf gave him over the years to get his attention. He himself hated that name.

"It ain't no Wind Pipe Vaudevilles, it's Big Band you dig? Now whach you want?" He did not take kindly to the random name she had given him. She however didn't care to much about the names he gave her.

"You by chance know who the hell Avery is squawking about?" She asked as Avery seemed to be trying to draw a picture of the person that he was squawking about. he turned it over to Big band after showing it to Peacock who of course did not recognize her.

He examined the birds sketch carefully at a detective this was always part of the job. He kept a lot of immaculate records of criminals and offenders committed to memory so it would be no surprise if he did. The sketch that Avery made seemed to be simplistic enough granted it kept a very cartoonish vibe. based on the person's appearance she was a young Female cat feral covered in scars. most notably on her neck, arms, and legs. he began reviewing the image in his head trying to decrypt the portions that Avery made on the Sketch. He then realized who it was. "It seems like you're looking for Nadia Fortune A.K.A. Ms. Fortune." He spoke calmly as he looked back at Peacock.

Peacocks black eyes contorted into a confused tilt of her head. "You mean the small-time thief that hangs around the Aqua slums?" She has fought with her on the occasion though most of the time the two rarely get near one another. as she tried to remember she looked back toward Avery. "How did I save her?"

"She was about to be captured by Medici goons when you dropped in on them and decided it was in your words "Medici season."" Apparently, that made her remember who the person who owed her was. the cat she saved was trying to protect the weird fish kid and was cut clean in half.

Peacock took her top hat off and jabbed her hand into it looking for her two-way radio. she managed to pull it out and dialed it to channel one thirty-four point seven. "Hey two tons it your boss, listen I need ya to do somethin to do for me. track down that cat burglar in Little Innsmouth. What? No I need her alive just tell her Peacock came to collect." She cut the transmission and dropped the radio back into her hat. "Well let's go tell windmill the news." She walked off toward lab zero again.

 _ **Little Innsmouth**_

Nadia was sitting in the middle of a close friend's diner she enjoyed the open salt air of this section of town especially during days where business was slow. She turned to look left to check on a close friend of her Minette. Now, she seemed to be polishing tables while fewer customers were around. She closed her eyes and leaned back in her chair to have it lean against a wall her feet laying on a table.

She wasn't sure how much time had passed but her ears twitched detecting someone in near the small diner that she had been hanging out in while the heat blows over from her last theft. She opened her eyes based on how faint it was they weren't too far off all she knew is they were after her. "Okay everyone shop is close please get out." She spoke friendly trying to get everyone to leave. of course, they didn't listen She turned toward the owner of the restaurant, A dragonia named Yu-Wan who nodded and got into the back to warn Minette about the threat. Nadia went back to the chair after putting on her stitched up long coat and sat at the bar waiting for whoever was after her.

"So, this the place the boss said she was?" a gruff voice spoke up cautiously.

"Eh, supposedly what she look like?" a second low toned voice spoke.

"ME? I thought you knew." The first voice spoke up before eyeing Nadia at the bar. "Hey toots."

She froze getting ready to fight should it be needed. She estimates that the fight could cause roughly thirty-eight hundred in damage should she focus on escaping rather than fighting. On the other hand, at ninety-eight hundred she guarantees that they won't be coming back here if she fought and killed them now. She breathed hesitantly as she turned to look at them. to her shock, it wasn't and Medici scum she has ever seen. She knew that much since she was certain a sentient anvil and cartoon weight do not qualify as Medici material. "(bounty hunters? Well, only one way to find out." she thought to herself as she decided to speak up "Yes?"

"You'd by chance seen a woman dat looks like a she may of jumped off a pirate ship?" the Weight spoke up.

"(what?)" Her eyes twitched trying to see where they got that analogy. all she could conclude is these two were just muscle and no brain.

"Wait da minute Tommy that's her." the Anvil spoke up getting read y to grab her. unfortunately, Nadia threw her coat onto him blinding him she jumped over him to watch the weight Leap in the air tackling the anvil crushing the bar in the process.

"Sorry Yu. I'll pay you back for this Keep Minette safe for me." She yelled as she ran out the door. the two hot on her tracks. ironically enough outside the restaurant she ran into something unexpected a girl with a top hat and long robotic arms she immediately recognized her "I can't be blown up today I'm busy." She said attempting to jump over the girl just for her to catch her.

"Relax I ain't here for that." the electronic female voice spoke surprisingly calm "I came to cash in the favor so my ass ain't diced by a crazy science experiment." Nadia turned toward the woman who she knew was Peacock slightly confused granted she still had a baseball bat in her hands now. "This is in case ya decline though." she said realizing she noticed the weapon in her hand.

Nadia calmed down as the Weight and anvil walked up behind her. "What do you need Peacock?" She spoke calmly though wearily she does not trust her fully.

"I'm about to head on a mission because of a woman with a ridiculous temper issues." She was clearly not happy about it. "On top of that a woman with a class 5 parasite that is under investigation was caught fleeing the hidden project." She bit off the end of a cigar she pulled out of a small black hole.

Nadia looked at her curiously "So you are about to go into a world of unknown peril because of a failed science experiment and you own job?" She was waiting for more clarification she got it in the form of Peacock biting hard on the cigar and tilting her top hat to cover her eyes. She grinned as she spoke "Honestly that kinda sounds fun." she began to get back up "When do we leave?"

Peacock grinned a little still annoyed she had to ask for help "Meet me at that diner in downtown Meridian stay outta sight if ya need just meet me there if ya do that." She spoke to the point looks like she was expecting no other problems. Nadia turned to hand back to Yu's restaurant as Peacock puffed the cigar in her mouth. "That went a lot easier than expected." Avery nodded in agreement. She placed her hands into the dress pockets of her clothes and was heading back to get ready herself. unaware of someone hanging above her.

"A class five parasite broke into the ASG? That could be her maybe." the mystery figure grinned as the two giant arms perturbing from her head hoisted herself back up and left to rendezvous with the two of them "After what she did I'm taking her down." she said as she left the area.

 _ **Hours later**_

"CRAP CRAP CRAP I'M LATE!" Nadia yelled jumping over rooftops trying to reach where Peacock ordered her to meet up. She jumped off a building landing on a street light and began looking for the top hatted robot thing. "Common don't tell me you ditched me already I'm only two minutes late." She stayed up there it was the best view of the town from where she stood. "Damn." She muttered sitting there thinking Peacock already left. She began to lay down when suddenly her ears twitched indicating yet again something was coming. She leaned up and looked in the direction her ears told her the direction was from just to see a fast-moving mass of shadow bolting toward her. She began to stand on the light post getting ready to jump if needed. Suddenly from the shadowy mass came two slender arms that caught onto the light and swung herself on top with her. Nadia eyed the figure carefully.

She looked to be eighteen granted. dark skinned and roughly the same size as her. her slender figure made it clear she was as acrobatic as herself. She was wearing an orange mini dress that rubbed Nadia the wrong way, actually a lot about this person disturbed her a little. She glanced at her hair as she was toying around with her orange beanie her hair amongst the lights appeared to be mint blue. She suddenly eyed Nadia and her rather exited grin turned to one of distrust. "Don't think I don't know who you are Ms. Fortune where it stands at the moment, we are still enemies." her hostile voice was firm toward her and familiar.

Nadia's eyes widened terrified at who it was. the person in front of her was Cerebella an accomplished circus performer and leg breaker for the Medici's. She jumped up getting her claws ready to fight if needed. "Sorry Circus dough-may, I was here first. Get off my lamp."

Cerebella sighed as she looked at the feline thief and placed the hat back on "If you want to fight then fine by me." She spoke rather raring to go. Just as she said that however she received a round house kick straight to the jaw pushing her off the lamp. Just as quickly however she caught ahold of the lamp thanks to the big hand that was coming from her hat. She climbed back up and swatted Fortune off the lamp into the street. she clearly had the strength advantage.

Nadia stood back noticing that her right arm was missing. "(Crap.)" she thought looking for her missing limb to see that it was in Cerebella's hand. She kept the panicked act up realizing her mistake.

"Looks like you'll be heading home empty handed" She gloated toward the cat thief tossing it up and down. Nadia's fear turned to a malevolent grin as her arm grabbed the hat on her head and threw it toward the ground. "Now that's not fair." she muttered to herself as Nadia's severed arm jabbed her in the head making her fall to the ground.

Her arm crawled back to her as she jammed it back into place. she looked back at her opponent with a cocky grin. "Not my fault you were out of arm's reach." She snickered as she taunted. "Looks like I might need to try more under-handed moves." she began to watch as she grabbed her orange beanie glaring at her angry "Aww" she cooed looking at her "Kitty got wet." she went to taunt before looking at the sky lost in thought. "Wait, wouldn't someone use that against me?" she shrugged and looked back at her opponent.

Cerebella was mad she grabbed the hat had its two arms elongate out of it and slammed the ground in front of her cracking the asphalt and making the any parked cars in the area jump in the air a quarter of an inch. "That's it come here kitty."

 _ **Elsewhere**_

"I swear Avery, the commercial breaks keep getting longer." Peacock said as she walked into the area.

"I said that a week ago, and you did not believe me." He spoke up slightly annoyed.

"Whatever" She rolled her eyes then they widened. in front of her she saw Ms. Fortune fighting what looked like the knuckle duster for the Medici mafia. "What the?" She began to walk up as she watched the two begin to fight one another. "Avery if you would." She asked politely as he points a shot gun upward into the air and fires both barrels getting the attention of the two. "Alright what is going on here." she demanded to hear their answer only to hear a barrage of inane bickering from the two. "(sorry I asked)" was her only thought. "I don't care you ready to go Fortune?"

Nadia shook her head yes as she got up. Cerebella got up quickly "Wait." she said panicked "Take me with you." she tilted her head down waiting for a response.

Peacock turned around as well as Ms. Fortune "come again?" Peacock said staring confused at the her.

"Your tracking down a class five parasite correct. I know her, she used to be a backup for the Medici mafia. until she betrayed us." She began to explain. "They assigned me after her two bodyguards who were in our payroll said she disappeared chasing someone." Peacock turned her looking at her fully getting interested. "I confronted her a few days ago, before her disappearance she nearly killed me in the process." She tilted the side of her dress showing a heavy set of stiches across her abdomen. just then she got on her knees "Please I'm in hot water with them as it is, let me join you I'll follow your orders okay." she was pleading at this point.

Peacock tilted her head toward Fortune who shook her head no. She closed her eyes thinking on it. this could be a good thing and a bad thing. if she died it was just an expendable Medici thug which is always a bonus on top of that should they succeed they would owe her for what they did she could see the future seasons of Annie earlier than anyone, that was a big plus. "Okay but your mafia clowns owe me for this one." she spoke catching the two around her off guard. Cerebella smiled greatly.

"Thank you I'll will not let you down." she was excited yet again.

Nadia however had a different view "You can't be serious." she was getting uncomfortable with it.

 _ **ASG Labs briefing room.**_

"Alright dirt bags listen up." Avery spoke loudly making sure everyone could hear him. "Several weeks ago, two people broke into a hidden Lab zero testing facility."

Peacock was loading her revolver as Avery spoke. it was a custom firearm she kept close by at all times.

Avery continued his briefing "The first accomplice has been known simply as Filia no last name given." He hit a switch as a projector showed a slide of the person of interest on it. "Her parasite is a class three named Samson. if current nerd theory is correct, Peacock may have contacted natural world residents who have seen her. She is an escort mission she is a primary objective."

As Avery spoke Painwheel had a barb sticking out of her recently dislocated arm sharpening the four propeller blades. Breathing heavily under her mask. Next to PainWheel Ms. Fortune was working on stitching her recently detached arm.

"The second person of Interests is Eliza" Avery again hit a switch switching photos of Filia to that of Eliza "known Diva of a small club she herself owns. As are newest member of the squad has stated she is infected as well with a class five parasite. As of right now She is rouge from the Medici mafia and has attempted to kill one of their best dough boys. She is a secondary objective."

Cerebella was cracking her knuckles as she saw the photo of Eliza "She has this one coming." she coldly said.

Peacock stood up and Avery jumped back into her that She then looked and faced them. "We will be leaving... One sec." She paused to check her watch then cross referenced that with a newspaper that was covered in TV show times. "Tomorrow at seven. That is after the New episode of Annie comes out." she exclaimed excitedly only to be matched by Ms. Fortune and Cerebella groaning in unison and Painwheel nodding. "Clear? Okay BREAK."

 _ **Remnant, Ozpin's office**_

Ozpin was watching the news reports concerned when he saw a familiar ship making its way toward Vale. He reached over to a screen device and clicked the name of a General Ironwood. the screen rung for a short while as he waited patiently for him to respond. The screen finally decided

"Ozpin I know what you are going to say so please spare it." Ironwood spoke serious on the matter.

"Not until I know the meaning of this." He kept his composure but anyone who knew him could tell he was mad.

Ironwood contemplated how to explain it since his ship was heading towards Vale months before the festival. He knew he'd find out one way or another. "About three months back an unknown anomaly was detected. it was there and gone in a flash. three days later it returned a lot shorter than the first one. We figured that it was nothing just a glitch. until recently when the same signatures began resurfacing. we estimate it will match the initial two readings within the next week." Ozpin raised an eyebrow never a good sign.

Undenounced to him Ozpin began recalling the events that happened in the last three months. he kept a straight face but he was certain he knew the answer all too well. whatever it was Filia was at the center of it. "Alright if checking the source of the readings personally will put you at ease then so be it." he calmly concluded as he shut of the transmission. he then looked toward his tablet and contacted Goodwitch. "Glenn, it's Ozpin. I need you to warn two of our students about the Atlas guards that will be in town for a short while. Yes, I agree We will supply them with the needed hat so long as the other one promises not to eat it."


	11. A match made for trouble

The warehouse sat packed with months maybe even years' worth of dust stolen by the white fang for a big strike. Cinder eyed the progress made her concerned. Over the past two weeks Roman Torchwick was behind on his quotas. She was getting annoyed and slightly concerned, Yeah, he occasionally only did his job on a perfunctory level but he still provides the largest yield per week. His last shipment was three weeks ago, before he called her. "Hey," Cinder shouted down to other white fang members "Some of you track down Torchwick." She was about to continue the orders until a large convoy two large convoy trucks pulled in. "Check out the trucks." She ordered cautiously observing from the distance.

Two brave White Fang members approached the derelict vehicle. He opened the driver side and jumped back when the driver fell over bleeding. "Help me…" he forced from his mouth before falling limp.

"The man died Ma'am" the guard yelled confused as to what killed him. He took another glance at it noticing a gaping hole but blood was barely coming out. It's like he lost all of his blood".

The other car had a driver in the same situation. They went to open the back of both the vehicles, in its back were crates chalked full of dust. By estimates there was enough dust here to supply a small army. "Hey is this Torchwick's work?" he turned asking Cinder who came down to check personally.

Cinder observed all of it. She shook her head. "No way it was him this was to messy to be him. he rarely kills." She looked into the back of the truck to see two other guards in the same condition. She was not sure what the meaning of this was. The other members of the white fang confirmed that the other truck was in the same situation. "Find out who or what caused this." She demanded heading back to the small cabin on the second floor.

She entered it and dialed Roman's number only to get a leave a message yet again. She then heard laughing coming behind her. She turned around to see a woman dressed in black and gold lining. "Men can't be reliable in our time of need can't they." she spoke in a peculiar way to Cinder almost seductive if she were to put a word to it. "But I wouldn't blame dear Roman for it after all he is such a busy little thief." She continued.

Cinder glared angrily at this unknown woman. "Eliza I presume." The mysterious woman let out a very ominous hum as she spoke confirming who she was. "What have you done to him?" she demanded an answer fire generating from her hands.

Eliza rolled her eyes as she stopped leaning on the desk. "Oh, come now. You and I both know that rouge is more useful alive then dead." She spoke rather calm despite being in room with the head of this operation. Cinder stood her ground before the woman in unknown clothing spoke again. "He is indisposed of at the moment taking care of a task I asked him to do."

Cinder was getting angered who ever she was she kept a calm reflection that made it impossible to read. Eliza on the other hand was reading her like a book. "Where is he" Cinder demanded looking at her watching every move she made. "If you say he's alive then there must be proof." To her shock the woman laughed out loud.

"Last I checked I left him in an alley Dying from boredom." She let out another sinister laugh at her own humor. Cinder finally had enough of her she was teetering on the edge of attacking her. "For what it's worth you clearly don't view him as anything but an asset so oh well if he dies" Eliza burst out laughing as Cinder formed a short sword and through it at her. She was surprised to see the blade bounced back by the pole she was holding flip upward deflecting the weapon. Eliza grinned as she lifted one of her fingers to wag it at her. "My how naughty." She said to compliment her taunt.

Cinder charged at Eliza bashing her against the side of the enclosed space. She then punched her several times in the Abdomen before she was pushed off. Whoever she was she was stronger than she looked. she didn't have a lot of time before had to on defensive as Eliza dashed at her tackling her out of the room over the guard rail onto one of the stationary trucks. multiple members of the White Fang froze in place watch as Eliza fell off the truck and Cinder stumbled off after her.

Eliza kept calm watching Cinder who formed some form of bow and arrow to take several shots at her. again, she deflected with the scepter in her hands. this time however Cinder came in with a round house kick throwing her into an unopened crate of dust. White Fang members began to run as the grounded dust began to fall onto the floor. Eliza fell over from the impact she watched as Cinder approached a new sword in her hand she looked down at the yellow sand in front of her. She grabbed a handful and blew it into her face paralyzing her with an electric shock. She took the opportunity to get a few steps away from her.

Cinder finally shook off the electric attack she eyed Eliza angrily as she grabbed a small vile of blue dust crystals. She threw it at her feet watching as it froze both her legs and staff in the ice. She grinned as she pulled her sword from the embers she formed. she approached slowly hoping to see Eliza panic. however, she all she got was disappointment she threw what seemed to be more of the electric dust sand she grabbed earlier. Cinder dodged with ease as she grabbed her and through her into the back of a still loaded convoy truck. She then grabbed a lighter and threw it into the trunk and slammed it shut.

 _ **BBBBBBBBBOOOOOOOOOOOOOMMMMMMMMMMMMMM!**_

the truck was heavily armored but even that barely held up to a chamber barely could hold up to a blast of that caliber. she was disappointed that she lost a heavy truck's worth of dust but if it meant getting rid of Eliza then so be it. she looked at two White Fang members who stood there scared. "Clean it up." she ordered as she walked away.

 _ **thud**_

Cinder's eyes widened hearing the metal door of the truck bang like that. she turned around as the two White Fang members began to approach cautiously.

 _ **THUD**_

The door began to give way. A huge dent formed on the door. someone or something was wanting to get out.

 _ **CCCRRRRAAASSSHHHHH.**_

The door went flying off the back of the truck. the two white fang members stared at the smoke coming from the door. out came a severely burned Eliza glaring at Cinder. "Perhaps I miss judged you. No matter, I will just have to rely on Skehmet's protection more so. She jabbed her arm into the White Fang member on her right causing him to bleed.

Cinder watched in horror as his blood quickly left his body and repair any damage done to herself. her clothes also began to repair itself as well. The other White Fang member began to flee to see a red liquid snake wrap itself around his neck and then bite hard into his chest slowly draining him as well. "(What the hell is this woman)" was the only question Cinder asked herself as she got ready for round two.

This time, Eliza charged at Cinder she tried to shoot her but she missed her shots. as the arrows made it to her she morphed into a red glob then form back. she got ready for defensive measures. Eliza stooped inches in front of her forming into a red Sarcophagus that swung wide open. A skeleton leapt out tackling Cinder to the ground. it continued to slash out violently at her until She managed to kick it back into the Coffin. she watched mortified as it reformed into the woman of interest. She began to run from Eliza climbing nearby crates to the second floor.

Eliza watched amused as she ran for extended range. She formed into a red pool and dissipated in hot pursuit.

The cat walks were usually the better place to hide when attacked. but now it was a massive maze navigating between boxes of dust needed for her newest scheme. Cinder walked bow drawn slowly walking across the catwalks. Jumping at every single creak in the decrepit warehouse. Suddenly she heard laughing that was taunting her. as she shot in the direction of the laugh. a red tentacle slashed into her back. her aura protected her from the strike but she now found out why Roman feared this woman. Whatever she was, she was a legitimate threat.

Cinder continued her walk across the cat walks looking left and right for signs of the mysterious monster. things were to quiet even for her liking. every drip in a pipe put her on edge as she crossed the through the crate city that towered around her. waiting for her strike. "Where are you" She shouted as every inch of her being already knew the answer. She slowly tilted her head up to see Eliza hanging from the rafters drop in on her. Cinder dodged quickly not focusing on grace or elegance as she returned to stare at the monster. She was grinning at how she knelt on the ground before her feet. Cinder glared as she grabbed into the smoke and pulled out a freshly forged lance and tossed it at her. she missed and made a tower of boxes go tumbling down blocking off Eliza's only exit. The monster turned around half amused before looking back at her. "My weren't we getting desperate."

Eliza slowly approached Cinder as she was scrambling to get to her feet. each step her figure blacked out the light behind her. Cinder got up and slashed out violently at her she dodged and made her skin peel off for her skeleton to attack. the skeleton landed three viscous strikes before Cinder caught its arm and slammed to the floor she ran for cover as she fired another arrow. she took several deep breaths looking back to see that she was missing.

A sharp pain made itself noticed on her side she turned down to see part of a hand inside her now bleeding body. She looked terrified to see Eliza smiling at her like a person who began to love a dog. "I could kill you right here. Use whatever life span your blood gives me to live well into the next three years." Her voice was calm but it left a disturbing tone. "However, I am not smart enough to understand how technology works. That is why I have a dire proposition for you."

Cinder eyed her cautiously listening to her next words carefully. Eliza could tell that she was listening and smirked. "You want me gone, no? Well for you to have me out of your plans is to help me." She spoke confidently "Sure I can direct you toward what's needed in fact I have. All I need from you is to get me men to build what our dearest thief is getting for me."

Cinder looked at her "What is he stealing?" questioning her sincerity

"Roman is in the middle robbing a lab for a set of blue prints for a device capable of inter dimensional travel." She continued to speak. "I plan to build it here. in exchange I am giving you access to a weapon that makes the Grimm look like child's play." Cinder looked at her in shock. the thought of something powerful enough to make the fear creating Grimm is truly a terrifying weapon. "Do we have a deal?" Eliza asked believing negotiations were done.

Cinder looked at her before nodding in agreement. Eliza grinned as she looked out the window toward Beacon academy. "Samson." she spoke "You'll be mine one way or another."

 _ **Team Rwby's dorm**_

"And that is why the four academies where formed." Wiess spoke calmly with her back turned to the rest of her team. "Any questions?" She asked turning around to see if any of them did. All she got was disappointment. Only Blake and Filia were really showing any signs of paying attention. Yang and Ruby were off to the side trying to hook up some game system that they brought with them from their childhood. "Any question Blake?" Wiess asked already knowing the answer.

"Sorry Wiess this is more but a simple refresher to most of us." Blake said standing up and heading back toward Ruby and Yang to watch them closely.

Wiess twitched a little annoyed that it felt her lesson was for not. She looked at Filia who was writing down what seemed to be basic notes on the subject matter. "any questions Filia?" She asked not expecting any.

"Why did the Grimm first came to be?" She asked. as she turned to check the back of her hair for knots.

"Good question actually." Wiess responded rather surprised that she had a question. "It depends honestly though most history believes that the Grimm were a byproduct of fear and Hatred." She explained to the best she can recall.

"So, long story short it's because you all fear each other." Samson spoke which caught most the room off guard. Jaune and Nora tended to forget Samson was alive not just a hair style she had. Most days he's quiet and lets Filia do what is needed until combat practice. Guess it was just a normal thing for him to lay low during the day though Filia has claimed he can be very verbal about things when he wants to.

"In lay met terms Samson, yes." Wiess confirmed "Hopefully these tutoring lessons you been taking will help with the next semester." Filia nodded in agreement looking back at the other three to see them crowding around what seemed to be another TV program. Wiess walked over to see what they were doing "Oh you got that thing hooked up." She was rather unamused toward their actions.

Filia tailed over there brush in hand combing Samson and watching the four stare at the TV monitor. She was not fully sure what she was looking at. "What TV show is this?" she questioned looking at the bright flashing colors from the opening sequence.

"It's not a TV show" Yang spoke up excited "It's a game."

Filia looked at the them when she heard game. "So, is it like three card ante?" The entire room looked at her and the fact she brought up a very basic game "Five card stud?" She tried to save herself from embarrassment only to have Samson give of a look of disappointment.

"Excuse the kid" Samson spoke up. "She's never seen tech like this before, hell most TVs where we are from are black and white."

Yang stood up after hearing that and grabbed Filia by the arm "Come here world jumper." She said very excitedly forcing her onto the bean bag chair that had set up. "Try at least one match okay." She spoke with very high amount of enthusiasm.

Filia looked at the TV. on it said HUNTERS: Remnant Rivals in big flashing letters. She looked down at the controller and pushed the button that said start on it. She looked at all the options the first screen displayed. Both Samson stared at the many options available.

"Even the options have options" Samson spoke slightly intimidated by the screen. Filia ignored him as she selected the one it started on, single player. pushing on it a large array of characters showed up. "More options?" Samson mumbled confused.

Yang watched half amused as Filia selected a character. She selected a fighter and the match started. She lost within five minutes. "Well in your defense." She spoke toward Filia "You are new to this."

Filia nodded and got up to head to back to her brush. Samson relaxed himself as she continued stroking their hair. Ruby watched confuse as to why she did it given the fact she never really enjoyed long hair like her step sister. "Is there a reason you tend to do that." Filia opened her eyes looking at Ruby. "The brushing. I never really got long hair so watching the others made me curious about why." She tried to explain herself.

Filia closed her eyes again thinking on it. I honestly can't remember what my old hair looked like." She answered thinking on it. "I know I do it know to keep Samson in a better fighting condition. As for others, some just like straight hair I guess." She continued brushing as she twitched a little accidently pulling on some of the hair causing the two pain.

Ruby watched her continue her hair care before hearing a knock at the door. Blake went and answered it. she opened the door to see Goodwitch on the other side holding a circular box. "Professor Goodwitch" Blake greeted alerting everyone in the room. "What brings you here?"

"Filia I'm afraid." her Response was dull and straight as usual. Filia and Samson's eyes looked in her direction. "Due to General Ironwood's paranoia, he has come unexpectedly to investigate an unusual phenomenon." the entire room looked at her confused. she sighed with annoyance what she was relaying was classified information but considering Filia's situation and likely involvement she needed to be warned. "We have reason to believe you are somehow involved."

"WHOA" Samson's tone dropped from mildly threatening to what came off as a cornered beast. "Are you calling us a threat you are damn wrong." Filia yanked the brush through her hair making both wince in heavy pain. Samson grumbled realizing she did it to warn him.

Goodwitch looked at the two "Samson we do not believe you are directly involved." She began to look around the room. "Ozpin believes that at best, there is a correlation." everyone still looked at her confused even though she was trying to be cryptic it was no help. "We think whatever brought you here is leaving energy traces behind since it never shut off fully."

Filia stood up placing the brush on the bed "We understand is Ironwood the reason you are here?" She asked curiously Goodwitch nodded as she handed her the box she was caring it. Filia opened it to see a white baller cap that she would often use to hide Samson back in New Meridian.

"Until Ironwood leaves the Vale Kingdom you are to wear the hat to hide Samson from the Atlas guardians." Her orders were that of commanders made sense considering she was the second of command of Beacon and an accomplished huntress. Filia nodded to signal she understood her orders as she turned around and left.

"Well that stinks." Yang stated breaking the rooms silence.

"Kid, you know what this means?" Samson's voice held an air of excitement. Filia tilted her eyes up and toward his voice. "They are bout to come and get us. It's about time too." Filia nodded in agreement.

"Wait" Ruby's voice came off rather startled "Your leaving?"

Filia turned her head to see the other members of her new friends looking at her. She wasn't sure what to say she went to her small room and locked the door. She found her radio placed it in a fabric sack and approached her window and climbed up to the roof. She sat down and tuned her device to her favorite station. she sat there looking at the sunset lost in thought as she stared at the view of the Vale harbor town that laid in Beacon's shadow.

Samson could tell what was going through her head. "You're stuck between two worlds aren't you kid." his voice came off as caring for once in a long while. "Not that I blame you even in my time several of my host suffered hard thought choices." Filia sunk her head into her arms.

"What do I do Samson?" she was muffled by her arms but he knew what she was asking about. "I have lived three different lives now." She was clearly in distress.

"Two. you have lived two different lives technically you never lived one being an amnesiac" he corrected her. "Look, I know some of my host hard choices you by far have the toughest one ever. Find who you were in Meridian or live the life of a vagabond in this crazy ass world." Ache wasn't taking his answer very well. "and for all we know it was just a fluke, or even the wrong kind of energy that the machine runs on. The point is you're the captain of this ship I'm just the artillery don't worry about me I'll be fine."

Filia nodded listening to her radio. until she looked up surprised to see Jaune and Pyrrha up there. "Jaune, Pyrrha what are you two doing up here?" She asked staring at the two.

"Training seems like you beat us up here today." Pyrrha stated looking at her "we heard the news from Ruby. You okay?" Filia nodded as she looked back at the town to see the atlas ship floating high above the town.

"How bad can them picking up readings be?" Filia asked the two of them before the jazz from her radio stopped.

"THIS IS A VALE SPECIAL REPORT!" the radio blared loudly. "A WOMAN WITH FOUR BLADES ATTACHED TO HER BACK-VIA CABLE IS ON A RAMPAGE! ATLAS OFFICALS HAVE STATED TO STAY OUT OF HER WAY AND LET THEM HANDLE IT."

Filia's eyes widened as she ran to the side of the roof "Samson latch on" she ordered him as she jumped Samson grabbed on to the ledge as the fell in crashing into her dorm room and barging in to see the four members of RWBY playing some co-op game. "turn to the news now." she said terrified Blake did as she requested. sure, enough there was a special report.

"three hours ago, Atlas soldiers encountered an armed woman. the blades in this footage suggest she is very dangerous authorities advise to stay behind and not confront her unless you are a trained huntress." the news feed stated as it swapped to footage of the person in question. she was shorter than most people. moving slowly from her limp but she often was on all fours as her blades flailed wildly blocking bullets or slicing Atlas drones. the crazed woman roared as she proceeded to take a wide array of bullets from all angles. she fell limp for several seconds before getting back up angrier.

"Hey!" a female voice could be heard as the camera focused on the woman. "We don't need no stinkin cameras here a scram!" the camera changed to the person yelling. she looked to be a kid in a brown dress her arms replaced by what could be described as robotic noodle arms with white gloves topping them. Her top hat bobbed up and down as she walked. she grabbed the camera looked into it before tipping the top hat upward a little. "That's all folks." she said as a shotgun appeared from under the hat blasting it to bits.

Filia and Samson froze in shock. realizing who that was. "Well that looks like fun lets go." Yang said as she turned around to see the two frozen with shock. "What?"

"That was Peacock." Filia spoke still looking at the static TV screen. "She's here in Vale."


	12. Painwheel's rampage

_**Three hours earlier**_

Peacock entered the room the ASGL called the Ring's chamber. The eggheads here weren't the naming geniuses that Peacock and Avery were but creepy sci-fi device of impending doom was apparently taken. She looked in the room to see the members of the exploration team. Painwheel the bladed weapon's expert, Cerebella Close quarters combat expert, and Ms. Fortune the team spy. Peacock was what she called leader and heavy weapons specialist.

"Alright ramblers we know the drill." She gave off the tone of a general giving an inspiring speech. "Our primary objective is the civilian. No telling where she is just that she is somewhere on the continent that she landed in. I have contacts to try when we get a chance but I'll use 'em as a last resort or at least until we get a base of operations established." She began to light up a cigar as she looked over the team of three that were joining her. Two of them were clinging on to every word she said, the third on was busy sharpening her claws. "Our second objective is tracking down known Medici affiliate; Eliza We do not know about our whereabouts at this time." This time two of them were listening to every word she said while the third one was checking her blades. "Any questions?" Painwheel raised her hand but was ignored "Good. Eggheads, PULL THE SWITCH!" She shouted as a scientist activated the weird device.

Peacock walked up to it first. As she made it to the device she grabbed into a black hole pulling out what appeared to be a sub machine gun with a drum magazine. She entered the rift as Painwheel followed close by she just simply reattached her mask and jumped into the device as the four giant blades followed close by. Cerebella went in next she decided to not have her hat on until things got dicey.

Fortune was the last one up to the machine. She stopped and looked at the machine and turned around to look back at the lab. She gave off what could be called a fair well sigh as she entered the machine.

Big Band watched them leave off in the corner. "Good luck crew." He muttered to himself "Try not to be too noticeable."

 _ **Other side of rift.**_

Roman sat around the same place he has been for nearly a week. he has observed every brick piece of asphalt needless to say, he had more fun focusing on the dust gathering. for now, he should hope that Eliza stayed true to her word because there was no way for him to check. "What a waste of time." he stated annoyed. several of the men around him agreed with his statement. Several had left thinking Roman had lost his mind. He got up to stretch his legs and check for possible routes to slip past the group that would be coming.

"GGGGGAAAAHHHH!" one of the grunts screamed angered "HOW MUCH LONGER DO WE HAVE TO DO THIS TORCHWICK?!" he was on the verge of going on a murder streak or leave to go back to his actual boss' hideout.

"IN. DUE. TIME." Roman matched his tone saying his sentence in single word at a time. he went and sat back down tempted to call it for the day when suddenly a couple bolts of electricity began to go across the air for little to no reason. suddenly a bright Blue flash happened. Roman's eyes adjusted only to be blinded by a red flash. as the area calmed down a distortion of colors could be seen as well as a feeling of intense heat from the orb. Roman examined the weird circle in question only to see a small girl in a brown dress and top hat jump out wielding some kind of gun.

The girl looked left and right at the whole lot of them before talking. "Hey this ain't the beach." she said disappointed. Roman noticed as she spoke that her teeth have been replaced with what looked to be bear trap dentures. needless to say, she made the entire back alley stare uncontrollably at the mystery woman. "What?" she asked non-caringly.

Behind her another woman clearly older than her Limped in. She had what looked like a surgery patience dress on and was covered in scars and three nails in her shoulder and two in the back of her head. she dragged four blades behind her all connected to a single tube that was attached to her back side. She mostly stayed quiet observing everyone in the alley. She gave off a very unsettling presence. Roman slipped into hiding because of her hoping she did not see him.

The third person came out of the hole cartwheeled into the alley before backflipping and landing on her hands. she had teal colored hair and matching lipstick on her face. Her clothing was a tight fitting short dress that a circus performer may have worn. She got off her hands and looked around before smiling yet again "HIII! AND GREETINGS FROM NEEEWWW MMERRIDDIAN!" She yelled enthusiastically. Many of the men just observe her dumbstruck Roman was almost at a loss for words due to this one.

The last one to exit the portal was a Fauna of the cat variety with pale blonde hair. she wearing a revealing shirt and a set of daisy duke shorts held up by a belt covered with various pouches most of this was covered by a black trench coat. Unlike many Faunas however this one also had a tail as well as ears. She looked at everyone in the small open lot and decided to speak. "So, this is what's on the other side? I was expecting worse." she said disappointedly.

The entire area looked at the four in complete confusion. A big guy turned and looked at Torchwick. "Well," Roman spoke annoyed. "Get them." All the men as he ordered their capture began to pull out all sorts of weapons to use against them. it quite the mix mostly pistols and swords however. unfortunately, most of the goon had undermined \one variable they were not sure what they were fighting. to make matters worse three of them were grinning maliciously as the other one began to breathe heavily. One of them got brave enough to begin to fight by slashing at the cat fauna. He landed the hit decapitating her body fell limp as her head hit the ground. The man grinned and turned around "They don't have aura they won't be a problem."

Suddenly a sharp pain came into his hand he looked to see why his arm suddenly was in pain. To his shock the fauna's head latched on to his arm. He yanked it off and looked at her head to see its eyes closed. He continued examining the head cautiously. He thinks he saw it twitched a little. "BOO!" The head shouted eyes opening. the man dropped the head scared by the woman. Her body began get back up kicking her head into the air. The entire crowd of people stood there shocked as her body round house kicked her own head into another grunt in the area. Her head bashed against him hard enough for him to fall into the ground. Her head began to bounce back as her body dashed to get it back.

The girl in the top hat bit down hard on the cigar as she cocked her weapon and took aim holding it down at her hip. She fired into the mass of people in front of only to see a tag that said Bang-Bang-Bang come popping out. "Damn" She muttered before tossing the weapon into the air for it to be captured by a black hole and disappear. "I need to get those things labeled." she continued to speak to herself as she dashed toward the enemy. A grunt took a slash at her only to have it miss her by several inches. the girl retaliated by pulling a baseball bat out of nowhere and took a heavy swing at the man cracking him along the cheek. the next one in her path fired several rounds at her to have her fall into a trapdoor of her own design. The hole she fell into disappeared the grunt cautiously approached unaware that the mystery girl appeared behind her and high kicked her into the air.

Several goons came chasing toward the one in the bright flash circus clothes. She seemed rather ecstatic at the fact people were coming. she was spinning a hat on her fingers waiting to see what they will do. they were thirty feet close to her when she strapped it on. three of them came within striking distance when a giant orange hand came out of nowhere. the three got up to see in shock that the woman's hat had two gigantic arms extending out of its sides. She looked at them and began grinning cracking her knuckles the arms mimicked her actions. The three got up cautiously getting into position. the leader of the small group slowly approached the opponent holding his gun blade. The woman grinned at him as her arm grabbed him and threw him straight into the air. His body hit the ground with enough force to knock him out the other two backed away scared.

The ten that decided to gang up on the serial killer looking person were beyond terrified. She closely watched them. "Please leave us alone." She said as nonthreateningly as possible though her request fell upon deaf ears because her graveled and unfriendly voice was inconveniencing. The guards began to get closer to her. She did not like how close they were getting. The four blades lifted into the air as she slammed them into the ground in front of her. The grunts jumped back keeping her distance from her as they took aim.

The top hatted girl turned around and noticed what was going up with her four-bladed ally "NO DON'T" She yelled in fear.

 _ **RATA-RATA-RATA-RATA-RATA-RATA-RATA-RATA**_

The goons fired at her hitting her with a hail of bullets. the blades took most of the bullets but several hit the kid. The top hatted girl looked at all the hired help most thought she was dead. the other three however began taking steps toward her hoping she was okay. Sirens could be heard in the distance. All the grunts fled from the scene as the rift sputter off. The top hatted girl looked back at the now on the ground woman. "Sorry kid, that's how it goes. Fortune, Cerebella we need to split" She spoke calmly then pointed to their fallen ally keep her in your eyesight to make sure there is a chance to save her. the three nodded to one another as they fled to the rooftops.

Several police charged into the alley seeing a wounded woman lying in the alley. Several officers walked up to the wounded women. The officer's eyes widened seeing her injuries healing before his eyes. The girl began to twitch as her body slowly rise. she seemed almost in a trance, muttering beneath her breath. The officer could barely hear her. Whatever she was saying it was clearly an argument.

"No I am not going back." She spoke anger lashing in her voice. She was tensing up very fast.

"Um, Miss? Are you alright?" The officer placed her hand on her shoulder a cold chill went down his spine feeling an unsettling cold touch. The girl seemed more agitated however as she tensed up harder.

"I SAID I AM NOT GOING BACK!" She yelled loud enough for the entire alley to hear her. Her voice boiling to extreme measures of rage. "YOU CAN"T MAKE ME!" She continued her shouting looking borderline crazy though considering how she looked it was no surprise.

"Ma'am you need to calm down." The officer ordered now in a large amount of fear installed to his head. "(I have a bad feeling about this one.)" he confirmed for himself. He began to take steps back as the woman now stood at her full height. His radio began picking up interference he looked at it and pressed down on the button.

The frequency the radio was on left a heavy static but he could hear a person's voice a deep male voice to be exact. "GAH! You foolish girl, I have little patience for disobedience." Whoever it was he was not happy. "If you refuse to listen I'll just have to do it by force." The woman froze in place grabbing her head.

"SHUTUP!SHUTUP!SHUTUP!SHUTUP!SHUTUP!SHUTUP!SHUTUP!SHUTUP!" She continuously yelled as her blades strapped to her began to twist in weird directions.

"36E" The radio buzzed a single number and letter. The officer looked at it curiously. The mystery girl however was Screaming as if in intense pain. She curdled back into a fetal position. "25" The voice continued. The man looked at the radio before a surge of murderous intent emanated from the woman to a point he began to back away. "40. Return to base Painwheel."

Suddenly the woman named Painwheel let out another scream this time however it was much louder and bordering territorial. red flashes of electricity covered her as she screamed. She turned around showing the mask she had on glowing a pulsing red. "All men open fire. hold her off until Atlas troops get here." The police chief yelled as Painwheel dashed at them in her rage. The bullets fired at her only for the mysterious four bladed devices on her began to spin fast enough to take all the shots fired at her. She then jumped into the air as the device that took the bullets converged on a single spot. it began to go through a full rotation slashing any gun in half as she flew until landing on her hands and legs. once she landed several men with riot shields approached her position. Painwheel stood up looking left and right before letting out a low toned growl as she charged one of the riot shields and punched it. She hit hard enough to dent the Shield and even puncture it with the nails in her hands.

Peacock watched in shock the way Painwheel moved in combat. it was like a mix between a mindless bezerker and a slasher villain. Powerful strikes, zero flinching, unstoppable rage. "Someone has to stop her." She said reluctantly as Avery wrote his last will and testament. She looked back at Cerebella and Ms. Fortune "You two try to keep any reinforcements busy. I'll handle Painwheel." She ordered as she jumped down to get in position to fight her.

Painwheel noticed Peacock and slowly stood still as her anger began to rise again. She dashed recklessly at Peacock getting ready to strike until she became engulfed in a fireball. Peacock had tossed a bomb at her she dashed at her making it easy for her to tossing without her noticing. She knew that trick would not work twice however as she reached into a blackhole she produced.

Painwheel looked at her in rage only to see something behind Peacock. Whatever she saw made her turn tail and run. Confused Peacock turned around to see a Girl in what she could guess was designer clothing. She eyed her more carefully noticing her affinity for brown cashmere and expensive combat pants complimented by a black purse. the two biggest items of interests were her sunglasses and what looked to be a beret on her head. "What do you want?" She asked unamused. The answer she got was a powerful slam to the face from the purse. "Hey, what the hell did you put in there, a truck?" Peacock yelled angered at her.

The woman turned around looking at two other guys and a female with rabbit ears. "You two go after the Cat fauna and the acrobat." She ordered the two males in the group as they dashed to go after them. She looked back at Peacock And bashed her again with the purse to buy more time. "Velvet I'd hate to ask this of you but can you take care of this one?" the Girl rabbit nodded. She grabbed her purse as she dashed after Painwheel.

Peacock got up angered eyeing Velvet who looked confused as to who she was. "Well, Velvet I don't think you know me, and I don't care enough to know you so if you excuse me." Peacock said turning around to case after the woman that bashed her with her purse. Suddenly an explosion engulfed her.

Velvet looked at where she shot her just fabricated rocket launcher. It was a direct hit she looked at the smoke it created. "To much?" she asked herself only to have her ears perk up with shock.

"Alright wise guy!" a familiar robotic voice came through the smoke in a menacing tone. "You wanna play rough?" She continued to speak as the sound of a shotgun being loaded could be heard. "Well you best be runnin cause." there was a shotgun cock as Peacock stood there now with a double-barreled shotgun "It's feral season." She exclaimed firing a shot from it directly at her.

Velvet dodged quickly as the munition ripped clean through a Post office box. She got back up and took aim with her rocket launcher. She fired a second shot from it hitting Peacock directly. The smoke cleared fast as she looked in shock. A stop sign that was covering her face had somehow stopped the attack. She looked at her. "Oh, interested in the old attack stopper, eh? Tell ya the truth I ferget I have at times." Peacock taunted as she was putting it way. Velvet took advantage of her carelessness and shot another rocket this one hit her dead on. This time Peacock was a mess She was covered in soot and her hat was blown to bits. What caught Velvet's attention was the fact that her teeth had been knocked out. Hanging out of her mouth was what looked to be tiny bear trap. She grabbed it angered and stretched it out to have it snap back in her mouth. "So, that's how you wanna play it." Her voice had a dark air to it. She let out a whistle as the area around her went dark. Out of nowhere a steam roller landed on Velvet with Avery on top of it trying to break it. after a few seconds, he blew it up and retreated to Peacock. "You got one hell of an ability kid, but you're messin with the best." She said calmly as she chased after Painwheel.

 _ **Two hours later**_

Peacock looked at her work destroying the camera. she was very much satisfied with it. Now all she had to do was stop Painwheel which is easier said than done since she was during a full rampage. She turned to look at the path of destruction she has caused. between the hundreds of drone parts that littered the street cut powerlines and sliced street signs she was certainly on the right path. She continued following her path of carnage keeping a close eye out for any threats to her or to Painwheel. She continued her walk toward the fresher damage. She stopped dead in her tracks. Before her laid a severely damaged tank. "How in the world?" She asked herself the machine was in poor condition several heavy dents in its hull. The barrel of the gun of the gun was torn in half. The treads of the machine were sliced to bits.

Peacock just looked in utter fear. Painwheel was far more powerful than she thought. "Maybe I should call in backup." She said to herself as she continued her search.

 _ **Elsewhere**_

Painwheel breathed heavily as she finally had time to rest and fight the thing controlling her rather than try to restrain herself from killing any innocence or soldiers that got in her way as she tried to find her way back. Painwheel Looked around at the forest she escaped to and began to do a task she hated a lot, fighting the Braindrain initiation, her installed mind control program that the scientists of lab zero gave her as a failsafe should she go rouge. She had to focus to break her out of hiding in the dark fathoms of her head.

A woman armed with a purse and a black beret was stalking close by. She was trying to stay quiet looking for a good way to Strike the woman that had just crushed a portion of Atlas' troops with what seemed to be relative ease.

"YOU!" Painwheel yelled in anger making the woman jump slightly scared. "THAT WAS WHERE YOU ARE HIDING GET OUT NOW!" The woman slowly came out of the bushes in shock to see Painwheel seemed not to be talking to anyone. "GET OUT OF MY HEAD!" She was enraged again as she began to slash out at what seemed to be nothing.

What she didn't know was Painwheel was yelling at her Override program. making it seem like she knew where she was. The woman looked at her confused but shrugged it off as she grabbed her handbag and clicked a button on it shape shifting it into a minigun. This caught Painwheel's attention "Stay back!" She yelled as something landed a powerful kick to her head. She barely flinched as she looked in the direction of her attacker. She placed the four blades in front of her blocking the next strike pushing herself several feet away from her original point. The woman could not make heads or tails of this person She was fighting something but she was not sure what.

"Hey!" An all to familiar voice rung in her ears. The woman turned around shocked to see the one that apparently was called Peacock standing there armed with several Atlas grade fire arms strapped to her. "Don't even think about fighting You are out gunned." She seemed over sure of that statement until she looked down at the weapon she had. All eight of her eyes widen making the woman realize that the weird spine things on her arms were additional eyes outside of the dark holes that were on her face. "Is that an automated Gatling gun?" She asked which caught her off guard.

"Uh, yeah?" She responded curiously as Peacock approached her. "Hey what are you." She watched her look at the thing mesmerized.

"Fully automated, firing fifty caliber rounds at fifteen hundred rounds per minute. This is so great the eggheads back home never dared whip something up like this." She seemed to be far more interested in the gun than fighting her. So, she sighed with relief as she turned to check the other one who was... missing.

"Where'd she go?" The woman asked terrified. She turned to notice Peacock rather unfocused.

"Huh? You mean Painwheel?" Peacock asked curious "she bolted back to town several seconds ago." She Jabbed her thumb back towards town. "My guess she fighting the counter measure."

"Counter measure?" She seemed more confused on that than the fact that she seemed uninterested.

"Yeah who ever she was they really did quite the number on her." Peacock continued her monologue it was just pointless banter a kid would do. She slowly approached her and knocked her out before chasing after Painwheel.

As she walked she pulled out a phone to call her teammates to get a status update. "Team it's Coco. The one they call Painwheel escaped. Neutralized the one calling herself Peacock however get over here and arrest pronto." She heard the others on the other side. Where it stands, the Fauna has eluded capture but the circus performer went willingly after she began bleeding from an injury she had under her main clothes. She grinned at the news "Good get Velvet back to Beacon I'll take the last one."

 _ **The Middle of town**_

Town square looked like a warzone to say the least. Bullet casings were all over the ground as well as more scrap. Atlas called in the mech units they were supposed to showcase earlier later this month to stop her. So far, they proved to be effective Painwheel had yet to take one on yet. She was still fighting her counter measure as she screamed angrily at it. "Finally," She said calmly "I'm back in control." She breathed heavily as she looked around "Oh no, where is everyone?" She looked cautiously at her surroundings. "No, the mission comes first." She said passively "I need to find her."

"And who might you be looking for?" An unfamiliar voice came from behind her. The voice was female that was all she could tell. She turned around to see Coco armed with her purse in hand. "Painwheel I presume." She said calmly "I must say the rags look is not exactly all to fitting for modern society."

"Who are you?" Painwheel asked cautiously

"Let's just say I'm a person you pissed off." She responded as she clicked the switch on her purse and it shape shifted into a minigun. "The shop you threw that car into a few minutes ago, that was my favorite store." She said coldly "So you can imagine this will be pain-ful for you." She smirked a little only to be met by a very unfriendly presence.

"Was that a pun?" no tone was in her voice

Velvet looked at Painwheel cautiously as she nodded. Suddenly, the four blades that laid limp on the ground sprang to life as she began to fight her. Painwheel leapt into the air attempting to land on Coco only to miss. She Then had the four blades slash down on her. Coco's minigun took the blow however. She pushed the blades away and began to watch her cautiously. All Coco knew was she acted like that of a horror movie villain so it was likely that she was bound to have a weakness. She kicked Painwheel sending her to the ground. Only to watch in shock seeing her get up with almost no sign of damage. She grabbed her and slammed her into her blades which sent Coco flying into a building far separated from her prized gun.

Painwheel looked at her as she began to approach. Coco took a combat stance and waited for her to strike. Painwheel dashed at her full speed ready to strike. She missed by several inches from something hitting her in the back. She grabbed at it once she landed and examined it. It was a dart of some sort, the label read Etorphine. She wasn't sure what it was but it seemed useless. She looked back at Coco seeing her dashing toward her gun. Painwheel followed in close pursuit twisting herself onto her back to have the blades in her arms and legs shoot out and hoister into the air like a spider. She crawled at a faster rate toward Coco taking two more of those darts in the process.

Coco got up close and based Painwheel with the gun like a form of battering ram throwing her several feet back. She got up from the strike almost un-phased "(This person would be scary with aura.)" was her only thought as she watches her shake off a bit of dirt and relocate her shoulder with an astounding crack. She continued her assault as she took to the air thanks to her blades working like a propeller. Coco targeted sky bound with her gun she had to do a quantity over quality strike approach since it seems that her opponent is capable of flight.

Bullets whizzed past Painwheel as she was in the air she took a dive downward blade spinning close behind as she aimed at her target. Coco shielded her eyes thinking the blade was after her head. She opened them seconds later to notice that Painwheel had used the swords to jam the barrels of her gun. She sighed in relief until a boney hand grabbed her throat hoisting her in the air. Coco stared the masked woman in the eyes her thoughts spreading with fear. "NEVER! EVER! DO ONE AGAIN IN MY PRESSENCE UNDERSTAND?" She yelled throwing her into the air for her blades to crash against her throwing her through the window of Coco's favorite shop.

She was about to walk away when fifty needles jammed into her back. She turned around angered to see a massive army of troops behind her. She was about to take them on until they began to multiply. She began to get light headed which was common but not like this. She suddenly lost vision and collapsed on the ground unconscious.

Ironwood approached the girl cautiously in case she was playing possum. "What in the world is going on here?" He asked himself turning to look at his other men "Get her to the Brigg Specialized for dealing with Elder Grimm." He ordered as he looked at the trashed town square.

His phone began to ring seeing it was Ozpin he answered. "What do you want." Ge reluctantly ask knowing the answer.

"Ironwood." His voice calm "I want you to visit my office before leaving with your new prisoners. There seems to be more to discuss than I thought." He hung up on Ironwood meaning he was really wanting him to do so.

He turned around annoyed as he began to handle the press.

 _ **Ozpin's office.**_

Ozpin sat down with Filia in a seat adjacent to him. "Filia" He spoke "Once he sees him there is no telling how he will react. Are you sure you want to do this?" He asked her as the doors from the Elevator opened.

Ironwood stepped in seeing Ozpin and a female student with an unknown uniform on. "What is the meaning of this?" He demanded him to answer angrily.

"That is a simple answer really I want you to hand the people you captured to me seeing as we are more fit to care for them." Ozpin spoke calmly watching him closely.

Ironwood got more annoyed as he heard the words exit his mouth. "I am not releasing those monsters to someone who clearly does not know who they are." His stern general tone made his position obvious.

"On the contrary We have more experience with their kind." Ozpin countered.

Ironwood looked at him in confusion so far none of them appeared any different save for the cat fauna that was with them but they have yet to capture her. "Kind?" Ironwood asked realizing last second, he had just walked into one of Ozpin's traps.

He grinned as he stood up "The reading you came here to observe you still out sure as to what they are correct?" He asked certain of his answer. Ironwood nodded reluctantly making him smirk a little. "I just so happen to know what they are." Ironwood looked at him thinking it was some kind of bluff. "Those readings are from a broken rift in the reality that holds are world to another." He stated calmly "We have yet to establish contact with the other world but we know of their existence Oobleck no doubly has done countless hours of research through interviewing our personal experts on the subject."

Ironwood looked at him skeptically "Experts of a world that no one has seen. Don't try to say ridiculous things Ozpin, it's not like you." A single look at him and he could tell he was not lying "Where is this so-called expert." he questioned.

Ozpin gestured toward Filia who Ironwood had surprisingly ignored. "This is Filia, an actual person from that world for several months now she has lived amongst us studying to be a huntress while she tries to find a way to return home." He stated calmly as she stood up and bowed.

Ironwood glanced over the student who looked a little like a homeless drifter based on her clothes condition. The thing that threw him off about her was her red eyes and baller hat she had covering her hair. "Well Ms. Filia do you by chance have proof to support his claim?" He questioned her.

Filia was hesitant to speak opting to stay quiet. she turned and looked at Ozpin who gave her a nod. She returned the action as she reached for her hat and removed it. Ironwood was confused as to why she was taking off her hat to show her hair which was surprisingly well kept for someone that didn't seem rich. "What am I looking at her he asked Ozpin?" He asked still looking over Filia's hair since she wanted him to look at it.

"It's not a what it's a who." A deep voice entered the room as Filia turned around. What was on her back was a face made with actual sharp teeth and two yellow eyes. The thing on her was clearly reading him as he was reading it.

"Ozpin what is this thing?" Ironwood began to interrogate him on it.

"That General, is what their world calls a class three elder parasite. his name however is Samson." Ozpin spoke certain of his victory over the general. "Where the two are from is from the other side of the breech. Filia and Samson where the first to arrive on this world. To help the laid low working at a dust shop downtown. Sometime later that same store was robbed." Ozpin redirected Ironwood's attention to a monitor show the incident from the night That Ozpin and Filia first meant. Ironwood watched as a guard was thrown out a window as well as several reports of a shadow figure spotted on the rooftops only to have them enhances showing it to be Samson and Filia on a delivery run.

"Of course, I saw opportunity with this and I jumped on it. Filia agreed to join Beacon in exchange Samson was kept on a low-profile basis. No one knew the truth behind her for several weeks. Until she decided to join a volunteer duel." The footage changed to Filia's match with Sky. "She ever sense has been helping us try understand the Canopy Kingdom and her home town of New Meridian."

Ironwood looked at Ozpin "You seriously thinking about peace allegations with a land you know little about."

"Um, excuse me." Filia spoke up getting the both Ozpin and Ironwood's attention. "Peace allegations with Canopy are more likely to happen where they stand. the current ruler of the nation is nothing like her war craving father. Peace is a very likely possibility."

Ozpin looked back at Ironwood with the kind of unreadable look but you can tell he has won type of face. Ironwood rolled his eyes annoyed looking at the three of them. "Fine. But I am Joining you when you decide to try to negotiate such." He turned around and went to leave he stopped before leaving "The captured three will be brought to you before I depart." he said coldly as he left.

Filia looked at Ozpin who stayed silent. "Hey kid" Samson spoke up "Does this mean I get to eat the hat now?" He asked as Filia looked shocked.

"Samson, you know how expensive these are?" she said disappointed with his thoughts.


	13. A Cat's Grace

Ironwood stormed through his ship toward the Brig where he was holding the traveler that was apparently named Peacock. "(Ozpin better know what he's doing.)" He grumbled in his head. To him his job is simple protect the public from threats. That was until several hours ago, when Ozpin introduced him to someone that was of extra dimensional origin. That girl was from the same world as to monsters was unbelievable if it wasn't for the head of living hair he would have more than likely tell the higher ups of the Atlas military structure that he has lost his mind upon his return. He made it toward the brig doors where two guards where armed with weapons capable of destroying the hull of this ship in one shot. The two on guard saluted him as he entered.

He walked passing several other fugitives he has captured during his brief time in Vale. He walked pass them until he came to cell block six forty. Inside was the girl named Peacock who was busy toying with something in the corner of her cell. "Hey!" Ironwood sternly yelled which made her jump. She turned around in shock only to see who it is.

"Oh, it's you." Her response was expected, unamused. She turned back around toying with what seemed to be her top hat. She reached into it yanking a TV remote out. She looked toward a bird that followed her around "Hey Avery, think you can get a signal?" She asked as she plugged her hat into a Square box with a black screen on it.

"Possibly, give me a minute boss." He jumped onto the hat and tapped the top of it falling into the hat. Several minutes later he came out of a Side flap holding several wires. "Yeah, but the reception stinks." He answered still wrapped in several wires.

Peacock shrugged as she powered it up. Ironwood looked at the two "Are you two trying to escape?" He angrily asked trying make his authority status intimidate her.

Peacock looked at Avery then toward him. "Nah" She answered then looked at Avery again who just Nodded. "The cat will bust us out." She responded as she got an image on her screen. "OOH just in time." She Happily sat down on a bean bag and began watching silently.

Ironwood looked at the two then all the junk lying around the room. Action figures, dart guns, Gag items It was as if she was a kid that watched to many cartoons and got to use the arsenal from their favorite TV show. "Where did you get all this?" He asked expecting them to still answer.

Peacock and Avery however, turned around put their fingers to their mouth. "SHH" She hushed loudly "It's getting to the good part." She quickly responded turning around back to face the TV. Ironwood was getting annoyed at her Childish behavior even for a soldier. He left to check the Infirmary on the other one.

Cerebella a street performer of some sorts. Her weapon was a set of gigantic hands that formed from a beanie hat she had on her. Currently it was confiscated and in lock up. He was concerned about it since the last three to try to use it could not get it to respond. The thing baffled the engineers on board since there were no robotics in the device or anything current theory is it resonates with her semblance or aura in some form of a way.

The Infirmary was a bright White room. The middle bed was currently occupied by a dark-skinned woman with blue hair. Ironwood walked in to see her look at her with a very unexpected welcoming grin. "Hi." Her response was friendly enough He may get some answers out of this one.

"Ms. Medici yes?" He asked confused at the last name she had written. "You have it slightly crossed out."

"Oh, that." She giggled a little. "That was an accident, I'm adopted you see." She was very willing to speak surprisingly. She looked at him and then Decided to continue talking. "I Need to thank you for fixing the stiches You can't believe how hard it is to perform with those kinds of injury's or participate in Wrestling tournaments." She said looking at the small scar that was formed from the treatment she had gone under. "What did you people call it?" She asked extremely curious.

"It was just manipulating aura to heal an injury." Ironwood answered. An idea quickly came to his mind. "You are from this New Meridian as Ozpin stated so Mind if I as a few questions?" Cerebella looked at him still smiling. Her smile turned a little more playful Ironwood recognized that kind of grin. It was the kind that a woman gets when she thinks that she may be able to toy with them a little for fun.

"Fine but you better be willing to answer my questions to." She asked still extremely happy for some reason. Ironwood assumed that it would just be some simple things. "You start." she said waiting for his question. Ironwood looked at her in shock for a teenager she was rather quick to respond.

"Why did you come here?" Ironwood asking deciding to test where this cheery person would draw the line. His eyes widened as he saw her get up from the bed and jumped to some of the curtain racks. Luckily for this girl the bars where strong enough to support her light weight do to the reinforced designs of the med ward. She hung down from the bar by her legs and looked at him.

"Well" She started, placing her hand on her chin "I'm not sure if that cartoon person wants me to tell you. But she's not here." She spoke carelessly "They are tracking down a person that got stuck here some time ago apparently. I'm here for another person that is here." She began to swing herself on the bar a little as she spoke. Ironwood was about to speak before She put her hand to his face. "Ahp, My turn." She childish nature was clearly getting on his nerves. "Why do you have these kinds of blimps?"

Ironwood raised a brow at her. "Blimps" as she put was a foreign term to him. He had some idea what she was talking about. "You mean The Value of Virtue? It was a warship years ago, now

it serves as a protector from Nevermores and other kinds of airborne Grimm." The name of the ship Made Cerebella laugh a little.

"I hope it was bought at whole sale." She responded while continuing her chuckle at it. Ironwood was not amused at her.

"Next question from me, why won't your device respond?" Ironwood's question made Cerebella go from being slightly childish to serious. "We have had three people try it but only you have made it listen. Is it a parasite?"

"Nope." She responded calmly though she seemed serious. "But I would appreciate you return it to me." She continued with distrust in her tone. Ironwood was very certain he hit something sensitive. "That hat has been in my family for generations. That is why I want Vice-Versa back." She began to explain herself. "It's a living weapon there are several like this where we are from."

Ironwood nodded "I see. We will be sure to return it once we get the paperwork to transfer you to Beacon's custody." The performer looked at him cautiously. "Beacon has more experience dealing with extra dimensional beings such as you and your friends. I assure you that professor Ozpin is very more lenient than me." She just nodded her head to show a sign she understood what he was saying. "If you excuse me, I have one more to visit." His tone showed a lack of reluctance with the next one.

"Hey wait." Cerebella exclaimed getting the generals attention. "I have one more question." Ironwood stopped in place and turned to look the girl now standing in front of her medical bed. She grinned as she asked her question "Do you have a girl-friend?" She began to laugh a little as Ironwood turned his head and left the room rolling his eyes.

Cerebella continued laughing to herself as she laid back in her bed and returned to watching the news cast.

 _ **The Layer**_

One thing that the Value of Virtue was known for was its unique capture storage for Grimm research. While still in use, they had no choice but to use it to store what could officially be called the most dangerous person on this ship. She was injected with enough tranquilizer serum to effectively knock off ten too fifteen men and kept on fighting long afterwards. By several treasuries reports it was estimated she had done close to eight trillion linen's worth of damage during her rampage. Even while locked in what was effectively a cell designed to hold very powerful classes of Grimm She still need additional restraints. Ironwood entered the large simulated biome looking for the prisoner. He found her in what looked to be a grass path re-stitching her mask from several scratches she got from fighting a nasty patch of Beowolves they had stored in here. She turned around her face was covered in surgical stiches as she continued focusing on her work. Her clothes looked like a hospital gown but torn to bits from the Spikes that come out of her body when she fights. The other big detail on her was her set of massive blades that connected to a set of unknown material. She looked up finally noticing him for the first time. She placed the mask on her head fashioning it like a bandana since she was needing a way to show who at the time was in control.

"I really don't like what I have to do." He said angrily to her. She responded by looking down at the ground. "What you have done is more than enough reason for Atlas to attempt to move mass amounts of troops. Now it rests upon my shoulders to make sure that that does not happen." She continued to her blades strapped to her back began to fold in on itself in shame. He noted that unlike the other two parasite infected host hers acted different almost like it was more part of her than its own entity though it was also likely they share emotions.

"Sorry..." she muttered. He could tell that the girl met it.

"Your actions will not go unnoticed." He continued his interrogation onto the person. "You by a lot of classifications have been labeled a monster and a high threat to anyone close to you. If it were my way we would have killed you on sight." His harsh words were beginning to get to her. and he was not showing any signs of slowing down. "Be thankful you're only getting away with a warning. Next time, we won't be so Merciful. We advise the moment you see an opportunity to return to New Meridian you take it." Ironwood saw the kid was on the verge of crying. He inhaled to speak again until the girl in front of her erupted.

"YOU THINK I HAD A CHOICE IN BECOMING THIS?" Her tone was mixed between sorrow and rage. Ironwood took several steps back in case she was about to go into another Rampage. Luckily, she seemed to be slightly in control this time. "YOU THINK I DECIDED THAT I WANTED TO SPEND EVERY DAY OF MY LIFE IN A STATE OF PAIN TO A POINT I NO LONGER FEEL PAIN OR KNOW TRULEY HOW STRONG I AM?" She was fighting her tears hard when she spoke wanting to stay in control of herself. To Ironwood's surprise the girl had more restraint than even the most trained fighters. "You think, That I wanted to lose control of my body whenever those infernal numbers are said?" The girl was calming down or at least he thinks she is it could be possible she was on the verge of mental collapse. "I was kidnapped, transformed into this, and had to fight for control of my body for eight months. If you think what I did in the course of three hours was atrocious, then you truly have no idea what a real enemy is." The tone she gave showed that she had started to calm down again. she breathed heavily since the enter time she had not inhaled once.

Ironwood looked at her in almost utter shock. He had heard hundreds of stories of Hunters and Huntresses telling stories of things they had done for the sake of saving those who need protection from Grimm or even White Fang. But what she had endured especially for someone of her age. "Ms. What is your name?" He asked being calm.

"Experiment 84: Painwheel." she responded "No other name matters to me anymore." Ironwood however saw through that lie.

"Your actual name." He said calmly. "The ones your parents gave you."

Painwheel froze in place looking at him. No one had ever asked her that question before or even got specific She looked at him her red eyes watching him cautiously. "Carol." She spoke not sure what to expect.

"Well Carole Painwheel. I would like to be the first to officially welcome you to Remnant." He said sternly but trying to be sensitive. "You know, our world could use people like you and your friends. I know a headmaster that would be more than willing to train you." She looked at him interested. "That is why effected immediately you are to be transferred to Beacon's custody." Carol looked at her with utter shock as Ironwood stood up. "I have other business to attend to. In the meantime, do not be surprised should you be required to visit Atlas to hear on your crimes." With those last haunting words, he left.

Carol sat on the ground dumbfounded by him. she removed her leather mask and looked at its scratches. "My other side Useful?" Was all she asked herself as she stared into the black glass eyes of the mask.

 _ **Vale Harbor**_

Nadia had been laying low close to a day and a half since the four of them split. She was able to get by mostly by swiping the wallets of distracted individuals took the cash and left it in their punch card when they finish work that day. She decided to lay down in an unusual area on top of a hanging street post. course local law enforcement did not take kindly to her actions but she ignored them mostly. Around noon She decided to go see what this world had to offer for its adventure sense and if she's lucky, find this Filia girl Peacock had hired her to track. She stood up on the post and jumped down to get to work.

An hour went by before she began losing ingress in tracking her. The biggest problem is no one knew anything about her except Painwheel apparently by her own claims. She could go after the second target but if the Medici's fear her than it may be a good idea to study her before taking her on. That left one other option for her "Let's see how they party." She said looking at one of the clubs in the area. "Hm, worth checking out I guess." She said entering the club. The bouncer could not figure her out though as she entered.

The inside of the club was packed with several patrons. If she were to guess it had maybe several hundred, the place was just plain and simply busy. Nadia looked all the flashing lights and the number of people out on the dance floor listening to some form of music but she was not sure what she would call it. where she's from a form of music called, rock had just recently been coming out. this was clearly electric though it focused on heavy low notes and no lead track. She continued her walk toward the bar. several guards eyed her cautiously She was not exactly intimidated the weapons they had on them wouldn't kill her anyway.

"Hey." She shouted as she approached the bar. The bar tender a stout man was there. His brown beard was in need of a trim. He walked up to her and she grinned a little. "What's on tap?"

The man looked at her before coming to a conclusion. "We don't serve fauna's here now get out." he said angered.

Nadia looked at him slightly confused "Fauna?" She stated perplexed by the term. It then dawned on her that she was not in New Meridian anymore. "Oh, right wrong town." She concluded before looking at him again his face was turning a little red at the fact. "(Oh, this guy is going to be fun.)" She thought to herself as she grinned a little. "I got a brilliant Idea. You give me something on tap and I'll pay for it." Her face turned a little darker "or I'll put you under the rocks."

The man looked her furiously as he signaled for men to come here. Two burley men approached her with a lot on her mind. She was looking at them as threats her own animalistic instincts kicking in as she studied them. "Okay not one for humor I take it." She said disappointedly "Fine." she looked back at the man behind her. "How about a magic trick." She walked up to them. giving them an unsettling look. Eyeing the man's sword, she held her hand out. "You see the stiches that cover my arm? Slice through it clean. If I can move it, you buy me a drink. If not, I'll be practically armless." She snickered at her joke the guards on duty disagreed. Instead they picked her up and carried her back to the front of the club she entered.

Back outside the two grunts threw her into the trash cans. She got back up and turned around angry looking at them Her glare did not affect them. She sighed a little looking back down at her pouches she had grinning. "What a shame, hired help lacks the intelligence to check their pockets." She stated as she pulled out two wallets a black one and a brown one. She continued rummaging through it when someone stepped in front of her. Her ears perked a little as she approached. Nadia looked up at the person curiously.

The person in front of her was a female in what looked to be roman armor. part of a combat skirt only covering segments of her costume. She had red hair that was surprisingly long reaching down most of her back. her green eyes continued to look her over. "Are you okay?" She asked concerned about what happened. Nadia did not fully trust the person in front of her and she could tell. "What happened?" she continued talking

Not knowing how to respond she got up and stretched to check the stitching on her arms leg and head. "Eh, I'll live it takes more than curiosity to kill this cat." She said half hazardly. "Besides, I wasn't after staying in that dump anyway to loud." She continued checking the two wallets for anything of value. To her dismay, she only found a bunch of cards. She looked at it confused "What no paper?" She said disappointed. The woman looked at her confused.

"Not familiar with Linen?" She asked now checking her more carefully.

Nadia looked at her trying to decide how to answer that. "No I just like stealing wallets for paper scraps. Always gotta shred something." She was grinning as she made fun of her Feral heritage. Though to her dismay it seems she did not buy at all. The girl walked next to her as they traveled the streets She was beginning to get concerned and entered an alley way only to see she was still interested in following her everywhere she went observing her as she walked. She did her best not to show that the stiches on her body were in fact holding her entire body together.

The stranger's eyes lit up when she noticed her tail however. She placed her hand toward her mouth in shock. "You'd by chance be from off country?" She asked in shock. Nadia just nodded as she asked the next question. "Metropolitan area from Atlas?" Nadia was in trouble since she did not know anything about the world they are currently on. She nodded again playing safe. The girl Then seemed more confident with the next one. "You are a feral, aren't you?" Nadia froze and looked at her in confusion the bartender called her a fauna earlier yet this woman is using a Meridian term.

"Uh, I believe that were called Faunas" She tried to bluff her way out to no victory.

"You're from New Meridian, aren't you?" She asked shortly after she was certain. "You were with Peacock and her unit she brought in." Nadia began looking for escape options fearing she may need to blind this woman and make a break for it. "I know someone from there." She continued "A girl with black hair." This caught Nadia's attention "She was claiming the same thing when we first meant. Was not expecting her to have that creature living underneath her hat."

"Woah, you by chance be referring to a girl with red eyes and living hair, right?" The girl nodded gesturing for her to follow. Nadia Silently followed keeping her eyes out for possible threats.

"I'm Pyrrha Nikos, by the way. And you are." The stranger spoke up calmly spoke up hoping to get at least a name from the cat burglar.

"My friends call me Nadia but everyone else calls me Ms. Fortune." She said walking next to her.

Pyrrha kept leading the way still looking at the stiches on her arms, legs, and neck. She could not figure out what kind of cut it was. until she saw clean through one of her arms as she walked with her. "What happened?" She asked confused about the damaged arm.

Nadia looked at with a mischievous grin as she grabbed her arm. "What You were out of" She ripped her arm clean of the stiches as some blood dripped from the two open wounds. Pyrrha Put her hands to her face as her now wide green eyes starred in shock at the now severed arm. Nadia continued her joke's punch line "Arms reach" she Exclaimed laughing out loud as several people in the area fled in fear. She looked back at Pyrrha who was still in shock. "Relax okay it's just a joke. See?" The severed arm began to move despite being completely disconnected from the body.

"But How?" Pyrrha questioned what she had witnessed.

Nadia began trying to reattach her arm as she looked at her. "Let's just say I Had an unexpected curse that became a great asset." She took a deep breath before continuing her story "Four years ago, I was part of vigilante ferals called the Fish Bone gang. We were one of the best team of thieves in New Meridian. We often hit the Medici Mafia since they had hundreds of ancient artifacts that could fetch a pretty penny." Her cat ears began to drop. "We died one night trying to steal an artifact called a life stone. We weren't sure what it was exactly to us it was just a simple Ruby. Out of spite I swallowed it as they chased us." She said slowly looking toward the destroyed moon. "When they caught, it was fully digested. To get it from me they sliced me up throwing my head across the room. I woke up several hours later my entire body severed, Yet I could still move every part as if it were attached." Nadia finished sewing her arm on when she finished her story.

Pyrrha looked at her in shock. "That must have been terrible." She said trying to synthesis with her. Nadia seemed unphased however. "We need to get a move on. or we'll miss the last bullhead to Beacon." The two began running after seeing what time it was.

 _ **Beacon's front.**_

Ozpin was standing with both Goodwitch and Filia waiting for Ironwood's ship to drop off the new transfer students. They had been waiting for nearly two hours since he left if Ozpin were to guess he probably tried to interrogate them before letting them go. He saw a small boat flying in toward their location. To his surprise in the distance two figures were showing up in the distance. He recognized one as Nikos due to the amount of bright reflective material on her armor but he could not make out the Fauna that was with her. "Ms. Nikos" He welcomed as the two approached before looking closer at the Fauna only to notice several other animalistic traits on her. "Who is your new friend?"

The Girl next to Pyrrha laughed a little "No one of interests." She spoke Looking at Goodwitch then toward Filia her eyes lit up a little when she noticed him. "Hey I know you." She said in shock "You're that homeless kid with the talking hair." Filia shot straight up in shock when she said that. "You use to go into a small diner in the New Meridian Slums from time to time looking for work or food." Filia blushed in embarrassment as She said that. "How did you get here?" She asked.

"Let's just say it was the wrong place wrong time story." Samson responded slightly aggravated by her.

The Bullhead transporting the other three finally arrived. The side doors opened for Ironwood and the other three. "As requested, Peacock, Cerebella, and Carol." He said stepping aside for the three to see who they were saving. Ironwood walked up to Ozpin as they talked. "A word with you." He said quietly to Ozpin as the two walked off to the side.

Ozpin looked unamused. "Beacon will pay for what Carol had done." His voice was calm toward the general. However, a look at his face and he knew that this news was not about her rampage.

"It's something Cerebella said." His voice was calm but still that of a concerned general as usual. "I don't think Filia was alone when she first crossed through." Ozpin looked at him interested. "Did you know about this?" He began to ask.

Ozpin looked back at the six still talking. It sounded like they were listening to Filia's first few nights on Remnant. "To be honest I began to suspect that she was not the only one from her world." He spoke calmly. "There have been several new reports of suspected White Fang members showing up in alleyways drained of their blood. It sounds like a parasite from their world."

Ironwood didn't like the sound of it but he had no choice but to hope that it is just a string of killings rather than a parasitic threat. "We may need to ask them for help dealing with whoever he is should he be from their world." He looked back looking at Painwheel's mask in concern. "I am concerned for Carol." He said getting Ozpins attention. "Whoever did this to her Really damaged her." He said sadly looking at her. "After putting in those codes they abused them to a point that she had created are almost impenetrable mental barrier. Where it stands now, she is incurable."

Ozpin just looked at her. He was not sure who did this but they need to get justice for her. Where it stands now, her hope of normality relies on their teachings. "Glynda, she maybe the most desperate student we have ever enter our school. She will need all the help she can get. See to it that she is put in classes with Filia." he ordered sternly watching her. "I think she has been driven by her all this time."


	14. The Name They Fear

Filia walked into the dorm hallway with Peacock and her unit following close by. "This is the dormitories It's like a hotel but with single beds." She happily explained it only to turn around in slight shock at how the four were reacting. Peacock was uninterested and had spent the last two hours polishing her forty-five-caliber revolver. Ms. Fortune was sharpening her nails for combat. She couldn't tell what Cerebella was doing, she seemed to be paying attention but it looked as if she was toying around with the mobile phone device Ozpin called a scroll. Carol was the only one paying any attention but her mind was clearly focused on her, her not the tour. "Anyways" she continued "Dinner is around six thirty so there is an hour before we can go eat. I got to study for the next quarter." She went to leave only for an extremely strong hand to grab her. She turned to notice Carol grabbing it. Filia looked toward Samson confused he just faked being a sleep to her dismay. "Uh, yes."

"Can go with you?" She asked calmly as the others entered their dorm. "I have something to ask." Filia nodded as the two headed toward her dorm where she was paired with Team RWBY who now were out about town trying to gather information about Roman Torchwick's sudden change to a more brutal for of robbing dust convoys. They walked into the main are then off to small room that was supposed to be Filia's sleeping quarters. Filia gestured toward the bed as she sat in the moving Beacon provided her.

Filia looked at Carol with undivided attention. "So, what can I help you with?" Filia asked looking at Carol she never saw her to her knowledge back in New Meridian but that was not saying much considering her predicament. She leaned back in the chair as Samson moved himself into a more comfortable position.

Carol frowned a little. "Don't you recognize me?" Carol's question made Filia tilt her head. This made Carol get more disappointed. "Filia, it's me, Carol. We were friends at New Meridian High School." She was hoping it would help her but it made her more concerned.

Filia shook her head melancholically "I'm sorry I have not been able to recall anything past a year ago. All I know is Samson took me as his host. Because of it I lost any memory of who I am." She looked back down at the floor in disappointment. Samson also showed a form of guilt toward it though not a lot. Filia looked back at Carol "I know He did it at my request. Why I asked him is beyond me." She concluded looking at Carol.

Carol looked into the sky thinking to herself. Her eyes lit up a little when something came to her mind. "It may have been because of your family." She said recalling her own past. "You often hated talking about them. You didn't even tell the school your last name." Filia looked at her curiously in interest. "I wonder if you blamed them for my dissapearence. Uh, whoever they were." She concluded as Filia pondered it.

"You know kid, it goes in line with what you said that night." Samson spoke up after thinking on it. "What is the point if I replace four in human clothes with one real? I think that's what you said." Samson was calmly trying to help the two-think granted it was not helping.

"So, that is why you know me and I guess why you came looking for me. But here's the question I have." Filia spoke up after staying silent for the longest time. "What really happen to you if I thought my family was behind your disappearance?"

Carol looked at Filia then pulled her mask off the top of her hair and looked at it. "ASGL." She simply responded. Filia's eyes widened hearing her answer Samson grinned a little realizing this was going to be a good story to hear since he has a slight hatred toward the organization. "We were in maybe our second class of the day. For me that was History with Mrs. Victorian. you know, are home room teacher." Filia nodded as Carol began to clarify who she was talking about. "During that class I was not feeling well so I left early to see the school nurse." Carol stopped to see if she was recalling the first few minutes of her kidnapping correctly which she was certain she was. "Problem was the actual nurse was out on sick leave that day. A kind blue haired nurse with an eye patch was filling in."

At that moment, Samson burst out laughing. "A nurse with an eye patch oh that's rich. I would love to see that." Filia yanked on some of Samson's strands to stop him from laughing.

Carol waited for Filia to gesture before she continued. "I woke up on a cold operating table before becoming completely sedated. after that I did not regain a form of consciousness for eight months. After deciding to confront my creators about what they did a red-haired woman with an umbrella attacked me. That may have been the first time I found out about my counter measure the nurse inserted into my head, or at least the first time I was fully aware. The before the past four months they become a complete blur."

Samson tugged on Filia's shoulder "Kid, I think there is some form of truth to her story regarding her disappearance. Remember the missing posters all around Maplecrest?"

Filia Began to recall the first few months with Samson. He was not wrong there was a huge incident regarding a missing student from the area. Granted as of at this moment she doesn't remember who the person was because she was focused on trying to discover who on earth she was.

Carol walked toward the window as Filia was lost in her thoughts trying to recall who was on the poster. "You used to have bleached blonde hair back then." She spoke looking out at the sunset falling on the Vale kingdom. "But to be honest, parasite black suits you a lot better. It adds to the dual life you have now and the one you hide from the school then." She took in the scent of the ocean several miles out as she watched several of the Bullheads making their final rounds to and from Beacon for the day.

Filia looked at her with slight curiosity now that she brought it up. "Carol." She spoke to get her attention. Carol turned around looking at her long-lost friend. "What was I like back then?" She was guessing she may not have known who she was but she was curious about her past life.

Carol looked at her then began to think back to the time she spent with her in New Meridian High. "Well you were intelligent that was for sure. Granted you never joined a club though you always said you were going to." She continued "You loved ice cream based deserts whenever it be ice cream straight from the tub or sundaes. You definitely preferred it to be in milkshakes." So far what she recalled was what Filia could assume was accurate. "You also often kept to yourself." Carol continued to speak. "Not sure why, I approached you back in our last year of Junior."

Filia kept looking at her with slight curiosity. "Carol." She spoke getting her attention. "Thank you. I have been trying to figure out my past for over a year with little luck." She was smiling at her as she closed her eyes "You should probably get some rest. Ozpin is probably going to interview you tomorrow and if you're lucky awaken your aura and semblance." As Filia spoke Carol looked at her confused. "This world seems to follow a different set of spiritual essence It's capable of manifesting your soul's strength or something like that. It kind of went over me and Samson's head." Carol nodded as she left.

Filia looked back at her desk, she began to breath heavily. "Even my past self-kept my actual friends in the dark." She looked back at the window watching the sunset as Carol did. "I make a terrible gumshoe." She mumbled as she placed her hands on the desk to support her head.

 _ **Dining hall**_

The lunch room was extremely active regarding the new transfer students Jaune and Pyrrha had heard that they were from New Meridian much like the parasitic hair user of team RWBY. Ruby had been sitting around watch students hoping to catch a glimpse of the four since much like Oobleck she wanted to know what a Grimmless world was like. Now based on both Filia and Samson's descriptions; New Meridian was a city that would possibly make places like Atlas look tiny. However, it was full of corruption and fear in the world's rotten under belly which Filia seems to spend a lot of her time for some reason.

Yang on the other hand had watched the one called Painwheel go on a rampage and turned hundreds of robotic drones to nothing but piles of scrap. With that kind of strength, she may be a fun brawl to her granted the four massive blades she kept were a good torrent for unwanted conflict. She looked to see Filia enter the room three trays. one for her, two for Samson. Seeing how much the two eat it was impressive that Nora never challenged the two to an eating contest though I guess fighting a hair monster with unknown limits is a foolish move.

As Filia sat down She looked toward the rest of her team giving them a nod acknowledging their presence. Yang watched the two eat before deciding to ask. "You happy to see some New Meridian folks here?" Yang was still examining the way Filia reacted she nearly chuckled as Samson shot several spines outward in surprise as she nearly choked on the Turkey leg she had brought with her. "They sound like they are famous over there; did you know them?"

"More or less." Samson spoke up in between bites. "Most of them have quite the rep back in that Hell hole of a town."

Wiess looked at the three in interests "How so?" her question seemed to catch the entire tables curiosity as well as Team JNPR's interests since they began to move in to listen.

Filia took a sip of the soda she secretly swiped from the vending machine thanks to Samson's more elastic nature. She then eyed the room looking for the other four. She noticed Ms. Fortune first. "The cat feral in the lunch line stealing Cardin's wallet is known as Mrs. fortune. I don't know her first name. Technically she maybe a little too old for this place but she should fit in since she fancy's herself a dare devil." Both Team RWBY and JNPR looked toward the lunch line noticing her quick at work distracting him with one hand slipping to his pocket with the other. "I encountered her on a few occasions she often would hide out at a small seafood diner in the aqua slums. Um, an area that most Aquatic ferals reside." She began to explain her few encounters with her. "We kept to ourselves so we never fully talked. I don't think she knew I was infected." Filia continued her history. She searched the room again to notice that Cerebella was seemingly approaching them in what seemed to be a very cheery mood though with performers it was hard to tell.

"Well, if it isn't the girl with the gambling hair." She spoke grinning as she sat down at the table. "Who's your new friends?" Her question made the others turn toward Filia who seemed to be embarrassed.

"Um, the people right of me is my team." Filia spoke calmly looking at the lot she was referring to. "The one closest to me is Ruby. She's the leader of our group." Ruby waved looking at the blue haired circus performer. "Wiess is the one in white. She some aristocrat apparently."

Cerebella took interests in Wiess for some reason. "An aristocrat?" Her tone came off as to that of a scheming business man. Wiess shook her head yes to Samson's dismay. Filia could tell he was worried what she was scheming.

Cerebella looked at Wiess with fascination regardless of what others were thinking. "Do you people throw parties or festivities?" She asked throwing the table of. "If yes than please consider hiring our group, Cirque Des Cartes. We're famous back in Big NM." She spoke highly of her occupation.

Wiess turned toward Filia expecting her to give an answer. "I only saw snippets on TV. They are impressive. She is the star of the show so I guess it vouches for something." She spoke her opinion or her history regarding the circus but it was all she could say about them. Didn't help they charged close to three dollars for a ticket.

Wiess looked back at her. "I'll consider telling my father about this. I haven't even told him about our fifth member." As she gave her answer Filia looked at her in shock. "What? I doubt he'd believe in all this alternate world stuff. I even have a hard time believing it." She quickly began to explain herself to her. As she panicked Samson burst out laughing to her annoyance.

Cerebella joined in the laughing as she looked a Blake with curiosity. "Ooo," her tone had caught Blake's reluctant attention "I've seen those kinds of eyes before." Blake looked at her with confusion. "The eyes of defeat. Heed some advice that I learned from an annoying Feral. Life's too short for regretting what you did. Own it and only go back when you truly have nothing better to do." Blake looked at her view of not taking caring of a situation "Course she could be referring to the time I was hired to stop her from stealing something." She spoke half thinking on it. Blake stared slightly concerned about the world Filia was from if crazies like these infest it.

"And yet you work with her." Samson spoke up in a dry tone "How ironic." Filia began to get concerned how she would react as Samson taunted.

She seemed to take it in stride however. "Ouch that one cut deep." Cerebella spoke calmly "Truth be told we only came because of Painwheel. Me and Peacock have another reason we're here though." Her statement caught the entire table's attention.

Filia's red eyes looked at her in concern. "You don't mean her, do you?" not even aware of her mistake in her statement.

Cerebella already mistaken who she was talking about. "No Hair-brain, The Skullgirl is not here. I'm talking about a musician named Eliza." As she uttered her name Filia froze dead still.

"For once in my life, I think I'd take fighting a Skullgirl over her." Samson's deep voice was showing signs of fear of both figures in question.

Yang looked at the table seeing all the curious faces the only exception being Filia and Blake. "um, am I missing something?" Her question caught Blake's ears luckily.

"Eliza was the one who forced Filia to come to our world." Blake spoke with a very in different tone. "Eliza is infected with a class five elder parasite that is capable of manipulating blood apparently." As she spoke both Filia and Cerebella nodded at everything she said. "She has been trying to keep tabs on her since she is apparently no match for her until she finishes training here." She finished her explanation to Yang who looked at the two.

"Oh, right you brought her up at the diner once. So, the Skullgirl?" Yang's brashness was astounding to some but Filia and Cerebella looked at each other with slight fear in their eyes.

Cerebella spoke first "Imagine being made a single offer. A wish of your desire even if it breaks rules of life and death." Her tone darkened the atmosphere as she spoke.

"It's only catch? A curse that will haunt you till the day you die." Filia's voice was more filled with fear in comparison.

"For should your wish be one of greed, you take her place." Samson's voice added to the atmosphere it was like a voice of reluctant evil that threatened something dear to him. The smell of smoke began to come from behind. behind them was Peacock smoking a cigar and looking at them, her top hat tilted down.

"Capable of crushing armies with complete ease. Pray she never gets to full strength." Peacock concluded their description of the mysterious Skullgirl finally allowing the table to lighten the atmosphere again.

Yang looked around seemingly the only one unaffected by their warning. "Oookay" She spoke half confused before smiling. "So, people have a bone to pick with her?" The entire table looked at her as she waited for laughter. "I'm certain it's hard to get across such skull." the entire table almost all reacted in a way of disapproval. Filia and Blake bordering unamused to Peacock face palming into her gloves.

"Getting a head of yourself Blonde?" A voice came behind Yang. She turned around to see a cat in a black trench coat and cat ears sticking from her head. "You know some don't enjoy that humor." her tone was harsh before she began surprising a giggle "You can say that they lack a funny bone." She fell onto the bench laughing at the joke as Yang grinned realizing that there was another punster here.

"Please don't have Painwheel walk in" Peacock grumbled remembering the nightmare they had trying to get Fortune back together after a small rampage in Lab zero.

 _ **The alley between worlds**_

Eliza sat on a small bench waiting by the portal ever so patiently. It had been twenty-four hours since Roman entered New Meridian to grab a few things she wanted. She figured he would be back by now. and surly enough she was right.

Several flashes infected the alley way before Roman, completely covered head to toe in dirt and tattered clothes in his possession. It looked like he had just gotten beaten within an in in his life. Eliza stood up to talk before Roman shoved a tube into face. "HERE, is you requests." His voice was filled with rage "You damn well better have delivered on your end."

Eliza grinned looking at the blue prints. grinning seeing them. she turned toward a limousine in the area. "Oh Cinder, baby." She spoke up very calmly as she left the Limo. As she approached Roman and Eliza, Eliza handed out the blue prints. "I need builders think you can supply." Cinder glared at her angrily. Eliza let out a very disappointed sigh. "Alright Fine. You want me to prove why you should very well." She was disappointed as she grabbed into the tube that held the blue prints, out came a small test tube with a red liquid in it. "What I have before you is an powerful elixir that is extremely concentrated. Do this for me and it is yours." Cinder eyed her very suspect like giving a sign that she did not believe her. "Very well if you need proof." She spoke reluctantly as she pulled the cork off the tube.

Cinder's eyes widened as she looked at the vile produce a blue fire. She could feel a strange aura permeate from the fire that was almost like potent evil. Eliza saw the look of fascination and grinned "As I said you can have it once you show progress on my machine." Her voice gave the demanding tone that Cinder detested but reluctantly agreed to it. "Wonderful." her voice squealed a little as she repocketed the red vial. "I would get to work tracking down some builders. now if you excuse me I have another show soon." She stated walking back to the chartered limousine heading back toward Junior's bar.

Cinder looked at Roman confused. He returned the look to before adding in his own thoughts. "Don't look at me she found me first. and it was either help her or get drained." Cinder rolled her eyes as she looked back at the burnt patterns on the alley wall. questioning just who the hell they are working with.

 _ **Back in Ozpin's office**_

"You must understand I had no choice." Carol pleaded over the monitor to a bunch of shadowy figures. "I had no choice but to obey." The figures seemed uninterested of listening to her argument. She was about to continue arguing only to get a weird feeling in her back of her head. it was as if her six sense was kicked into over drive calling her toward Vale.

"Painwheel?" a stern British voice came over the monitor "What are you doing?"

Carol suddenly snapped out of it clearly unaware of the trance she was in. Ozpin noticed it and raised an eyebrow before watching the next events unfold. "Um, sorry got distracted." Carol was clearly lying.

"That so." the monitor responded this time in a woman's voice. "It does not matter the court has heard your plea and will regroup in a few weeks to decide your verdict. Professor Ozpin is there anything you would like to say.?"

The Headmaster calmly got out of his seat as he walked toward the monitors. "Not at this time. But I would strongly encourage you to understand that Ms. Carol is not a weapon or a legitimate threat. It is the entity that exist within her." With slight nod the figures disappeared. from the screen and he turned around noticing Carol had walked toward the windows of his office. "Something bothered you?" She turned around confused. "during your first hearing, you turned toward the town you wreaked havoc in." He sat back down as he watched her move back toward the desk. "I apologize for the rudeness of Remnant's court systems but when Atlas has the strongest say you can imagine it is hard to get away with a lot." Carol nodded again showing some form of understanding. "So why did you look toward the town again?"

Carol looked at him it seemed she did have some memory of her original directive before getting infected herself. "I got a sort of tracking sense." She spoke while sliding her blades onto the sides of the chair. Ozpin leaned in listening very carefully. "It was designed to track down a powerful threat from our world. I don't know how that information is only accessible to those part of the Lab experiment." She sighed looking back at the setting sun and the fractured moon. "All I do know was I was designed to fight the biggest threat in our world."

Ozpin already seemed to know what it was. "You mean the Skullgirl." He predicted after thinking on it. Carol nodded confirming his suspicion. "What do you know of her?" he decided to ask.

"The latest on shouldn't be this powerful." Carol spoke confused as to what she felt. "first sightings of her happened back in the spring meaning she has only been active for about six, seven months' tops. Full metamorphosis varies shortest time being six months to well over a year and a half." She guessed based on what she knew.

"She is with proper range is she not?" Ozpin continued guessing. Carol shook her head no making him raise another eyebrow.

"While it is true that was not factoring actual power. most metamorphize transformations put them at least to a point they can summon the dead. This one is much stronger." Carol left on her train of thought trying to piece together the strange sensation that overtook her during the meeting.

"I see." Ozpin left his remarks before pulling up someone on his monitor. "Glyn tell the other professors that we need to exorcise caution to the students when doing voluntary patrols in town. It seems one of our new foreign exchange have caught wind of something."


	15. War of the cafeteria

"Ironwood" a voice went over Ironwood's coms it appeared the council was very uncertain of Carol's statement. "This monster that you uncovered what do you know of it?"

He looked at the members with hesitation. He was certain that Ozpin or Carol never told them of her origins or of the fifth student that was technically of monstrous origin. Taking that guess into account he wagered that They may force him come clean with it once first official contact is established meaning the actual Canopy Kingdom not just a group of adventurers. "The way I see it the one that you refer to has a name. Carol is very much a low-level threat provided we find a way to get rid of her override programing."

"Override?" The shadowy figure on the far right spoke curiously signifying that they did not bring up anything about her case or he simply skimmed it. Ironwood never liked his reports being taken lightly. Granted he expunged a lot of important details from this report to hide Ozpin's end game. While he comes off as a mad man he has learned over the years to trust his instincts. "Care to explain this override to us General?" the figure demanded his answer.

Ironwood sighed in annoyance "Many police scanners close to Carol prior to the start of her rampage heard a series of numbers being said." He began to recount his own report to the best of his own knowledge. "The numbers did not correlate with any Vale police, military, or huntsmen codes, let along any Remnant military, public defense, or research faculty numbering schemes." He closed his eyes in annoyance "Shortly after they were said she began her rampage targeting anything that stood in the way of her goal which was return to HQ as she herself claimed."

"Where is this HQ?" The Woman in the middle spoke with curiosity. Her tone began to get serious as she leaned inward. "She was spotted by with a fauna was she not?" Ironwood confirmed her question with a simple nod. "She must be White Fang affiliated. We need her arrested at all cost." She spoke very eruptively Ironwood and Ozpin hated dealing with this council head because of her almost hair trigger like reactions. What made her more dangerous was she always had Atlas' full support making whatever she desired done via complete force.

"According to reports from Ozpin himself, the cat fauna in question has never even heard of the White Fang until arriving at Vale." Ironwood spoke as he reviewed Ozpin's interview with the mysterious Nadia Fortune that eluded him during the events of the incident. As he claimed she never even heard of them.

"How can we be certain?" A male voice on the far side of the monitor spoke up. "That fool believes any sob story that comes into the entrance of his school. even his most recent charity case is questionable." Ironwood looked at the student report in question. What starred back at him was a red eyed female with long black hair named Filia Samson. Her grades did not show a lot of high hope being only skilled in combat but nothing else. Course Ironwood knew that this report was out of context. The person in question was of same origin as the one on trial. "How can this fool be trusted."

"That kind of arrogant thinking is what makes you more predictable than the fool you distinctly distrust sir." Ironwood growled his answer in annoyance. "If you truly distrust her in his hands then send someone to watch her." His tone was more enraged though very much composed despite the reactive nature of the blundering oath.

The council looked amongst each other in deep thought. "Thank you, General Ironwood, we will consider your suggestion." The British voice spoke calmly to the general before cutting off transmissions fully.

Ironwood sighed as he turned toward the bridge of his ship looking over the sea of clouds in front of him. "(Sorry Ozpin, I did all I could)" He thought sadly to himself as he continued his gazing at the horizon.

 _ **The Beacon Lunchroom.**_

Filia found herself yet again flinching in pain. She turned to look what was the cause of it only to notice the hand of one of Cardin's closer friends from outside of his team, yet again yanking on her hair. He grinned as he pulled harder causing her and her parasitic partner, Samson to flinch in more pain. "What you going to do freak?" He questioned her getting more and more brave with each taunt.

Filia eyed Samson who was clearly holding back rage at the student. "Go ahead Samson." She said calmly. As soon as he had her approval, Samson's elastic mop turned into a set of sharp serrated spines that began to line Filia's back.

"Pull my host's hair one more time." Samson's voice had returned from a more laid back tone he had kept since being around the students of Beacon Academy and changed it back to the always hostile tone he had when people hit on her back in New Meridian. His eyes began to glare at the student "I dare you, give me a reason to have Remnant meat for a measly snack." The entire table looked at him in fear even, Filia to a degree She may have watched him attempt to eat a bird or a small living animal but a human was farfetched. Problem with that thought was he had the jaw space to do so.

The student was about to test Samson's threat only to have a boney hand crush his shoulder. He turned around to see a girl shorter than Filia standing there, her face covered by a very damaged brown mask. He was about to strike at her only to see the black holes on her mask turn bright red as she lowered her jaw the mask's stitching struggled to keep on her face.

"RRRRRRAAAAAAAAAAWWWWWWWRRRR!" The girl screamed as the student jumped several feet in the air only for him to land on the other side of the table. He saw the girl slowly began to climb the table terrifying him. He began to dash away only to run into a girl that was out of school uniform. one of the biggest draws he noticed on the woman was the orange Beanie on her head. She looked at him as he dashed past her mumbling angrily about something. She looked back at Filia and the masked person now sitting beside her trying to remove the mask.

Filia looked at the masked woman to see it was Carol behind it. She looked at her and smiled back at Filia. normally things like this were disturbing but do to her having no feeling of pain or restraint unless amid a rampage her smile is extremely contorted to a point that her rear molars are in plain view. "Thanks Carol" Filia said as she looked back at Samson uncoiling the spiked hair her curled up to skewer the student that was picking on her. Carol simply nodded as she placed her plate covered in a lot of scrambled eggs and several forms of meat ranging from Bacon and sausage. the one thing Filia did notice was the fact that it was almost completely drenched in hot sauce. She looked at the plate in shock before looking back at Carol who was busy adjusting a napkin.

She noticed Filia's stare and looked back down at her food. "Oh right. I have very little taste unless it's ridiculously spicy." She said while placing the fork in the scramble. "It is improving though I used to have to use Dragonian peppers to make it even have a slight ting to it." Her remark made Filia and Samson's eyes widened. She remembered when Samson ate one. Not only did Samson's hair turned completely red he spewed fired for about to three minutes.

"Dragoinan peppers?" The Blue haired girl sat down on the other side of them. "Those things can kill I heard if you can't handle the heat" She grinned looking at the two of them. Filia and Carol realized it was Cerebella "Never mind her heat resistance I'm curious what this place is like. Care to tune me in Hair net?" She asked looking at Filia and Samson's reactions.

"Really?" Samson grumbled at what she said and as he looked toward Carol her face was showing slight disdain to her pun toward his host.

"As far as I can tell this school as well as others on Remnant was made to fight monsters." Filia spoke picking up her notebook from her bag handing it to Cerebella. She grabbed it and looked through her pages. it was covered in notes and rough sketches of some of the Grimm she had studied.

Cerebella grinned looking at her notebook. "You are one hell of an adventure kid I have to give you that." She handed back her notebook. She began looking at the two of them as both Ms. Fortune and Peacock entered into her line of sight. She waved the two of them down as they sat next to Cerebella. "Hey this place is nuts." Her enthusiasm was surprisingly welcoming to the two of them. "We're at a school dedicated to fighting monsters." Peacocks eyes diverted to Fortune who just kept looking at her.

"We know." Peacock spoke up catching her off guard. "Remember our mission acrobat, we found her now we need to get Eliza then split." This caught Filia's attention as she looked at the three of them in concern.

"So, it is true." Filia's voice was trying to hide the fact she was in denial. "That evil woman is here." Peacock as well as the rest of her team nodded to confirm her fears. She looked back at Samson and toward her current team RWBY who were just entering the cafeteria. "I need to go to the powder room." She said walking off.

Peacock watched her leave before looking at the others "what got into her?" She asked looking at their expert on her, Carol.

She looked at her slightly depressed. "I can't say I know." She spoke with sorrow. "Between all that has happened I'm surprised that she has only changed a little."

Fortune was about to speak when team JNPR walked up. Jaune was the first to talk. "So, you are also from this New Meridian." He assumed only to have a double-barreled shotgun pointed at his face. "OH CRAP!" he shouted surprised as Peacock continued to aim down sight.

"I told you would regret running into me your useless delivery boy." Her cold remark terrified him not as much as realizing who that voice was. Pyrrha covered her mouth in shock at the fact they were talking to the mad woman from the phone call.

"Wait that caller, was you?" Jaune yelled in shock at the realization. "Why is my number a pizza delivery service?" He realized that she had her gun closer to his head.

"Save it for the arena Blonde." She said coldly in rage. "I want to test these weird spirit powers out and I'm taking it out on your ass." Jaune gulped as he looked back at Pyrrha.

"Promise not to kill me." He pleaded looking down her barrel more. He saw in all her eyes she was contemplating that request. He was not sure what was going through her head but her grin showed signs of malice. Jaune looked at her teeth in fear seeing them being a silvered metal with bear trap like teeth.

He backed away slowly as Cerebella looked in shock "Wait, you want to try those soul abilities to?" She began to smile as she looked for her opponent. "Alright." She slowly stretched the word out as she looked at her possible opponents "I challenge..." She then noticed an Orange haired girl clinging to a student in green clothes like some form of love sick teenager. "You." She declared catching her attention.

Jaune looked at the person she selected. "You mean Nora?" He asked as he jabbed his thumb in her direction. Cerebella Shook her head ecstatically about her upcoming fight. He looked toward Ms. Fortune who was busy eating what she grabbed from the breakfast line.

Her ears twitched when she sensed his eyes on her. She turned her entire head around straining the stitching on her neck. With the exception of Pyrrha and the rest of Peacock's team, anyone who saw her action gagged hard at it. "What?" was all she could muster when the others looked at her. "You expect me to fight here to?" She sighed a little as the all nodded their answer. "Fine I'll see if I can find someone to fight." She looked toward most of Team JNPR most of them did not interests her. She then looked toward team RWBY. She analyzed everyone on that team "(Ruby must the leader.)" she thought to herself She did not like her chances against her. Ruby's small frame meant she was a harder to hit target and she looked like the type that would play hit and run. She looked toward Wiess "(Brains of the group. Rich no doubt.)" She made a note to pick a pocket her latter. She then noticed Yang she was clearly the strongest of them. "(Defined no, that's Painwheel's territory there.)" She looked at Blake which intrigued her a little. "(You are way out of place.)" She Purred with slight interests in her slowly analyzing her. She noticed her bow twitched making her decision to choose her. "I will fight the shadow cat." she announced throwing everyone off.

Yang looked at her disappointed "Dang and I wanted to spar with her to." She mumbled looking toward the only member to not speak. She looked toward the Stitched faced woman with interests in who she was going to practice with. but what caught her off guard was the plate of scrambled eggs that were drenched in hot sauce. "So, who you thinking on fighting?" She asked trying to remember her name.

Carol looked at her. "Oh um, I guess I'll fight with anyone who wants to." She said calmly before looking around. "doubt many will though. I also may not be able to because of the court hearings." The entire table locked eyes in concern with her. "Atlas is not happy over the damage I did. Current estimates put it at around the field of eighty-three hundred thousand to two point five million linen." Wiess almost spat out her water when she heard that.

"WHAT?" She yelled in shock. "How?"

Carol shrugged not really sure herself. "Honestly it might be because of the two parasites that infect me. Unfortunately, I was not awake when They were installed so I do not know their names." She eyed the music case close by to her "I'm just glad those blades are detachable."

Jaune looked in fear at Carol "Two?" She nodded to his question. "You have two parasites?" She nodded again.

Peacock began laughing "She's not the only one who's dual infected" she continued to laugh as Avery leaped out of her top hat and looked at the table. many of them were shocked at the bird that jumped out. "Yeah, I got two as well. The Argus System is what gives me the three sixty view of any room I please. The bird's Avery and he is the first of his kind. A class five artificial parasite." Avery began to blush a little as she closed her eyes as she boasted. "Unlike that real parasite that infects that girl you are close with." She meant that as a slam but no one at the table caught on.

She was about to continue gloating when a heavy binder hit the table. All eyes focused on the one who did it. Ruby was standing there very determined about something. "Friends, Siblings, Wiess" She spoke very superficial citing most of their attention. except Wiess who seemed more angered if anything. "We need to come together for two things today. Make this the best last day of break ever and give a proper welcome to the Transfers from New Meridian." Her entire team seemed to nod in agreement. "The best way to do is to go out with a bang."

 _ **The bathroom.**_

Filia splashed water on her face trying to calm herself. "Great, that was one fear discovered." she mumbled toward Samson as she grabbed some of the paper towels from a dispenser.

"Could be worse kid." Samson spoke up. as she made her way to the door.

"How can it get worse?" She spoke agitated as she put her hand up to begin recounting her predicament. "I still know little of who I am, I'm stuck in an alternate world, we have a crazy woman that wants you to the point she's willing to kill, and apparently, and now my long lost best friend is now under investigation." Samson began laughing as he realized he just broke what he said to her on the day of their initiation.

They were going down the hallway when they were stopped by what could be regarded as the school bully. "(looks like the student from earlier decided to get back up.)" She sighed as she read the situation. She was surrounded by the same kid from earlier, this time he had two of his team mates with them. "I don't want to deal with you today." She said weakly as she tiredly took a defensive stance.

He grinned a little "Don't worry you won't suffer much." He and his two friends got into position surrounding her.

Filia looked back at Samson who Grinned as she crouched downward. Samson shot several powerful strands out in multiple directions grabbing two of them and jamming them into nearby garbage bins. The third one stood in place out of fear as Filia approached him. "I detest violence" she spoke sorely "Samson however, welcomes a fight." She leaned in toward his ear. "For your sake keep the fights to the arena not a parasite defending their host. You'll live longer." She continued to walk away as she exited the building heading back toward the cafeteria. She found herself lost in thought until Samson began trying to get her attention.

"Hey kid, it's that prime ape kid." He said calmly looking off toward the entrance of the cafeteria. She recognized him as the one that was with Blake that day at the harbor warehouses. She made her way to them which caught the eyes of the two.

"Wait a minute." He spoke as his blue haired friend observed her. "You were that person that had been making news around the campus. Filia froze confused his remark. "Yeah the girl with the living hair." She continued to look him over as he tried to explain her apparent mythos here at Beacon. He was a blond haired like Jaune though his was a lot more spiked upwards compared to the more relaxed teenage knight. His shirt as well as general appearance made him look like some form of beach bum with a monkey's tail. His friend was a lot more different Clear composer dressed in a full suit that clearly could attract any female needed. Granted, that him trying to hit on her maybe more fatal in the long run due to an over protective partner. He looked at her and gave his smile making Filia admittedly in love with his charm only to hear a low-pitched grow emanate from her back.

The two stepped back in shock hearing it. "Where did that come from?" The blue haired kid asked as Filia slowly began escaping into the lunch room.

She sighed as she looked toward her back. "Samson, can you at least try hold off on protecting me after they begin making actual moves?" Samson blew a razzberry for an answer. She sighed in annoyance before looking forward. She rubbed her eyes in disbelief. the entire cafeteria was a war zone. On one end, she saw a tower of tables and chair Nora was on top singing queen of the castle as she laughed border line manically. She looked in utter confusion "I was gone for twelve minutes." She said completely confused as to how a lunch room had turned into a complete battlefield.

"Hey Filia!" Ruby yelled getting her attention. "Help us crush Nora's cruel Regine and bring peace back to the lunchroom." Beside her was her entire team as well as Peacock and Cerebella. Nora's team was her team as well as Painwheel and Ms. Fortune. Jaune however was knocked out on the ground.

Filia looked at Samson who was just as confused. "It's not a fair fight." she said counting the armies' forces. Samson was still scoping the combat zone. She looked at Ruby "Sorry leader but my allegiance is with the regime" She declared as she walked toward them both sides took their positions. "Let's go Samson!" She yelled as she began running with the others.

Samson grinned eagerly "Hell yeah" He responded back as he snatched up a hefty amount of food and swallowed it.

Painwheel engaged Peacock first. She dashed in blades covered by scabbards dashing toward the top hat wearing kid. She pulled out a cream pie as she proceeded to smash it into her face. Painwheel grabbed her and catapulted her toward an entire set of Sandwiches that covered a table. But, since Painwheel has a hard time realizing her strength she crashed through the table and landed in a punch bowl.

Angered Peacock removed her top hat angrily "Wise guy eh?" She pulled out a heavy looking tube with a birthday cake sticking out of one end. "Good thing it's a surprise party." She said catapulting the cake at Painwheel who pulled her sheathed blades up to protect herself from debris. Peacock looked at her annoyed. "Now that ain't fair." she grumbled as Avery pulled out a yellow card. She then reached into the hat again pulling out what seemed to be the barrel of a gun done up like a candy cane. "Avery load the sugar rushers." She demanded as an entire gumball machine dome stuck off to the side. Her top hat set its self-up as a tripod to help fight recoil.

The barrage of gumballs began to torrent through forcing both sides to got to cover. Lie made a mad dash toward the living cartoon character dodging her nearly endless supply of hard candy. He eventually got close kicking the turret upwards to have it' barrel targeting herself. the Gumballs kept smashing repeating into her face until Avery stopped holding the trigger. "Sorry boss." He yelled as he made a dark hole drop underneath them to have them show up behind him. Lie attempted to dodge the strike from a fish only to get flung far into his own forces.

Lie began to get back up to see Yang dashing at him full speed he took a combat stance and began to dodge her turkey boxing gloves. He noticed Filia off into the distance waiting for an opponent she may be oblivious to what's going on behind her but Samson knew exactly what was happening. He kicked one of the gloves into the air. it made its way toward Filia who was still unaware. Samson out of instinct opened his jaw and swallowed the bird whole. Filia turned confused as to the ruckus. Samson was causing to see Lie being overrun by Yang.

She dashed toward the two to give Lie a hand only to get blocked off by Blake. She fell backwards as Samson caught her and held her back up. She took a combat stance eyeing Blake carefully. She tried striking at her with the dual bread sticks. She dodged the first swing but was meant by a powerful second slash of the product. Due to the force of the strike she stumbled backwards as well as turn away from her enemy. I most situations this would be a fatal mistake as combat training taught them. Filia however had her back protected by Samson. She went to strike with both loaves of bread only to have a giant mouth catch the two blades forcing his jawline to stay open like a kickstand. Blake went to pull them out but Samson managed to apply enough force to crunch the bread whole. Blake took several steps back as Samson spreader his tentacles toward a hand full of condiments. The attack was intercepted by Lie Who Yang catapulted right into the barrage of condiments.

Blake looked at Filia who was blinded by her own attack covering Samson in mustard. Her hair looked as blond as Yang's due to it. She turned around to find Ms. Fortune suddenly on top of her. She fell from her being tackled to the ground by the cat Feral. as she struggled to get back up. as she did Ms. Fortune looked toward the far side of the cafeteria noticing Cerebella during combat with Pyrrha. "Sorry, but I'll test you at a more appropriate time." She said as she dashed toward her new opponent.

Nadia dashed on all fours trying to reach her opponent. On the other end of the table however Ruby came dashing at her full force. She grabbed a second tray covered in food getting ready to smash it into Nadia's face. She grinned as she undid the stitching on her neck. Ruby continuously closer as Nadia kept running toward her. right as the food dashed at her Nadia tossed her head skyward. and kicking it into a watermelon.

Pyrrha was losing ground against Cerebella who now had two heavy fish in the hands of her weapon Vic-Versa. She kept swinging and kept missing Pyrrha. "Your tactics are sloppy." She taunted as she dodged three other swings.

"Not my fault" Cerebella argued back. "I'm a wrestler not a weapon expert." She yelled annoyed she threw the fish into a watermelon behind Pyrrha who dodged and quickly looked at it then back to the wrestler in front of her. Cerebella focused on getting her fish back as a priority. as she yanked it. Nadia's head burst out of the watermelon as a distraction as her body threw a pie into her face. She glared at the headless body and the head rolling back to her body. Her eyes widened when she saw Nora's tower falling in the background. She noticed Nora grab what looked to be a soda as it went hurling toward Wiess. The blast sent her flying into Ruby's hands who began to get angered at Nora's actions.

Blake looked back toward the unconscious body of Wiess as she and Yang dashed straight toward Painwheel. Peacock began to provide cover fire with the cake launcher from earlier. Desperate to fend the attackers of Painwheel noticed a cornucopia of fruit. She kicked it upwards spilling the inside of itself. She then revved the four blades at high speeds sending fruits at them with the speed of a fast ball pitcher.

The fruit collided with Blake multiple strikes forcing her to succumb to her exhaustion. Peacock lined her shot up and waited for her to run out of ammo. Once the fruit stopped flying she looked at Avery who had set up the mortar functionality of the cake launcher. "FIRE!" She ordered as Avery lit the fuse. She crouched for cover watching as Painwheel was engulfed in frosting. She grinned seeing her body on the ground right as a carrot was thrown at her pinning her to the ground. She Looked in shock as Lie ponded her with a piece of celery until she was out cold.

Yang took looked watching Lie do that outburst in rage grabbing a mayonnaise canister and blasting it at him. She missed by a good twenty feet landing in Filia's mustard stained hair. the mix of the two paled it giving her a pale blond cover. Samson got angered as he made Filia dash at her. She was too late since Nora tossed her into the ceiling which she went through with no sign of slowing down.

The battle looked won for Nora until a red strand went pass her teammates. Following it was a powerful gust of wind that catapulted her and the rest of her team into the wall at the far end. None of them could move as they watched a torrent of food and lunch tables wipe them clean from the strike.

Filia looked at Samson as she slowly got up from the strike covered in pain. She looked at Samson who looked queasy. She suddenly got an idea to even the odds. "Carol launch me." She ordered as she dashed toward them. Carol folded the blades into a spring board and launched her sky high. "Samson, Hair ball until you hurl a ball of food." Samson did as request. making the two of them get to a point either could throw up. Filia then pointed Samson downward. A giant mesh of food and hair came spewing out at an enormous rate.

 _ **Outside the cafeteria.**_

Goodwitch heard rumors of a food fight and went to quell it thinking she had enough time. She was thirty feet away from it until.

 _ **BOOOOOOOOOOOOOMMMMMMM!**_

She looked in confusion as the windows were now plastered in food and debris. it was fortunate it was contained. Yet she was unsure of what caused it. She walked in stepping over a load of damp food and black hair strands. "(Filia and Samson no doubt.") she concluded in her thoughts as she began to reset the room cleaning it as well. The others were lying on the ground from whatever it was that hit them.

"Children." She voice was annoyed seeing the damage they caused. "Don't play with your food."

Peacock shot upward "You never had fun as a kid, did you?" She asked getting Goodwitch slightly on edge.

Ozpin walked behind Goodwitch. "They are just kids Goodwitch. Let them play the part." He said calmly as he watched Yang come crashing through the roof. She got up and began continued to goof around with the rest of her team as the New Meridian transfers discussed the plans for the next one. Ozpin tapped Goodwitch's shoulder and gestured toward the door.

She followed curiously. "I have something to ask of you." Ozpin spoke making sure no one could hear them. "I need you to look into the disappearance of some scientists that worked in a contract firm in a neighboring city." He held up the files to her as he looked around again. "If what the four new students are anything to go by. I believe the person they are targeting is in league with the White Fang." His tone tensed up as he gave the task at hand. He may not know who Peacock's team named the Avery unit was chasing but he was certain that it was the same person that was chasseing Filia before arriving. Whoever it, they were planning something.


	16. Breaking it in

Cinder observed the few recent candidates that the White Fang have brought in. So far, they seemed to be what she needed for her weird blueprints but even then, they could barely make heads or tails of the infernal scribbles of this mysterious ASGL organization. She even glanced it over herself. She may not know much about advance science but she could tell it seemed to be extremely complex equations. So far it looked to be they needed high ended scientists and engineers to fabricate the strange device.

Angered with the lack of progress she decided to call on an old acquaintance to send a copy to a few corrupted Atlas Engineers. Even then they never heard back. She sat in her office overlooking her main goal the dust collection she had been growing. Even if she won't admit it. Eliza has been a huge help in the gathering of the rare material. All she asked for were two "competent" bodyguards. She began reflecting on both Eliza's and Roman's numbers to even verify what she though. Thanks to the foul power in her it seems she simply out does the trench coat heister in every way. She naturally would cut loose ends for slacking, but her distrust in the three-faced diva is one even she would not dare trifle with, not without thorough planning anyway. She looked at Roman and decided to change his task for the time being. "Roman, I have a new task for you." She spoke quick. He was listening as he watched his recent payoff get unloaded. "It is obvious that neither of us trust Eliza normally we would kill her ourselves but we have no clue what she is capable of."

Torchwick's face was unamused. "That's the understatement of the decade." His disdain towards the subject showed his view.

"Her ability can't be ignored. It's time to face facts she needs to be disposed of." She continued to speak as Torchwick pulled out a cigar. Cinder lit it for him as he guested gratitude toward her. "It may be best to finish up our deal with her and go our separate ways with her." Torchwick nodded in agreement as he continued watching the process of unpacking.

"It's not easy to do." Torchwick's voice was muffled by the Cigar as he thought on it. "We'll need to kidnap some of the top lead engineers and scientists in the world to decipher those markings." Cinder nodded as she continued eyeing him. He immodestly let out a sigh and looked back at her. "I'll get on it but I'm taking those two with me." He angrily demanded his requirements for this assignment. Cinder though reluctant agreed to it as he left.

 _ **Beacon's training arena.**_

Ruby entered the arena last. She had a few things to answer for mainly why her and Jaune's teams decided to hold a war in the cafeteria. She had to report how in actuality it was Yang starting it on a bet with Samson he could catch grapes from where Nora's sits without his shapeshifting abilities. It got out of hand however when Nora and Carol grew tired of the Yang and Ms. Fortune's puns. Apparently based on some reports the fight finally broke out before Filia returned from somewhere but she was dealing with a few known bullies that have caused her a few grievances ever since they found out she was a host.

Ruby sat in the audience chamber with Wiess, Lie, and Filia. Most of them seemed to be waiting for the first match of the day, Jaune vs Peacock. based on her absence Pyrrha must be giving him advice based on how she saw her fight in the lunch room. Ruby recalled one of Filia's stories of Peacock she wondered if she had watched her fight before. "Hey Filia." She asked only to get no response She looked over She looked terrible. Not just her Samson was not looking well either. Her hair had a sick dull tone to it her eyes, were shut, and she simply looked exhausted. "Filia? Hey, Filia." Ruby began to get worried. Samson began to revert into Filia's head as he did on some occasions. He shortened himself to a form of buzzcut then bite her hard.

"She shot up jolting in pain. "GAH!" She shrieked panicking. she looked left and right before exhaustion began taking her again. "Huh? Wha? OH?." She looked noticing Ruby as well as Wiess and Lie.

"Are you okay?" Wiess asked as she looked over her. She showed not physical illness but she was showing other signs.

Filia nodded. "It's just Para-nutrition-sycosis. I get it a lot after Samson stunt like that off." She spoke as she caught her head in her hand against the back of the bench. The three looked at her with confusion. she looked up almost dozing off until Wiess tapped her a few times trying to think of a way to describe it. "In combat the most dangerous people have these kinds of moves. Spectators regard as blockbusters, they do a lot more damage at two costs revealing your strongest attacks and physically and mentally taxing on the person." She began to nod again staying awake was going to be a problem for her. Ruby tapped her this time. She shot up at attention to continue her explanation. "The move I did was a move stemming from Samson's Parasitism. He called it Tricobezoar I think."

Ruby looked at her with concern "Are you going to be okay?" She asked. Filia nodded before falling back a sleep.

"Just need to... hold out till... Lunch" She muttered before going out cold again.

"Guests." Goodwitch spoke up getting all but an exhausted Filia's attention. "Today we are here for Peacock's team dubbed the Avery Unit trained in understanding how Aura and Semblance work." She looked to him left and saw Peacock grinning as she waited for the fight to get underway. "The first two to fight is Team Captain Peacock against Team Captain Jaune." Jaune shivered as she said her name. "Students take your positions."

Peacock walked up to the line she was instructed to approach. Jaune clumsily stumbled toward it not sure how much trouble he was in with her. Goodwitch eyed the two of them "Peacock, are you ready?" She asked Peacock gave a thumbs up as she took her usual fighting stance. Goodwitch looked at Jaune.

Before she could ask Jaune sighed "Let's just get this over with." he muttered looking at his cartooned opponent.

"Wait!" a female voice could be heard. Pyrrha was behind Jaune dressed in combat. "Peacock I wish to challenge you in his stead." She demanded throwing the everyone off count. "You have no quarrel with the one that tried telling you it was not a Pizza parlor. I was the one who told you otherwise." She bowed humbly as she gave her reason for the intrusion of her request.

Peacock lifted from her combat stance and looked up at Avery who was expecting her answer. "She's not wrong boss, Short stop over dare said he thought you got the wrong number." Avery spoke to the debating Peacock. Peacock eyed the two of them for her conclusion.

"You that willing to lose for him?" She asked then began to smile mischievously "Bet chu fancy him eh." Pyrrha took a step back slight anger in her eyes at that remark. Peacock saw the slight glint her eyes and it proved all she needed. "Alright Red, I'll fight you instead. Ya look funner anyway." Jaune looked at Pyrrha with confusion.

Pyrrha took her position as the two waited for the fight to begin. She hunched over hiding most of her self behind her shield. a thing she noticed during her fight in the cafeteria was Peacocks fighting style. From what she could tell it was an improvised slap stick like fighting style enhanced by cartoon like abilities and an emphasis on range. Meaning when the clock says begin...

 _ **Begin**_

"GARBAGE DAY!" Peacock Yelled as she quick drew her revolver and rapid fired three shots quickly at Pyrrha. Luckily, she predicted her first move and blocked it with her shield. She looked at the ground as the three shots it to see small rubber balls.

"(She's using rubber bullets?)" She asked herself before looking toward her opponent to see her missing. She must have used that Black hole teleport ability. She kept her guard up waiting for her to strike. She couldn't predict Peacock this maybe her toughest opponent. Suddenly she felt a tap on her shoulder. She turned around to get a heavy cream pie to the face followed by a baseball bat to her side. Pyrrha went sailing across the room crashing into the wall. She looked at Peacock as she jumped down and resumed her stance.

Peacock held her own ground watching from a distance as well. An idea came across Peacock's head though as she waved two flags throwing Pyrrha off guard. They weren't white flags but they were flags she was waving as if giving a signal of some sort. Out of nowhere a biplane came through the air. it was tiny and it looked like an RC toy being piloted by a bomb. Pyrrha saw it and already knew that this was not a friendly sign. she began to target it with her spear's gun formation only to feel her feet on fire. She looked down to see peacock there with a magnifying glass that was cooking her foot as well as a few ants. She grinned as Pyrrha kicked her away. she saw the bomb plane coming in as well as another on a go cart. She jumped quickly as the plane and cart collided resulting in an explosion. She dashed at Peacock who looked at Pyrrha curiously. She let out what appeared to be a blue pulse. She wasn't sure what it was but she was about to get caught in it.

The blue shockwave hit her. "(What did Peacock do.)" She asked herself looking at for an answer. suddenly when she landed on the ground she saw Peacock looking in shock as well. it seemed neither was aware of what that was. She shrugged and quick drew her revolver. She went to fire but froze in confusion looking to the right of Pyrrha. She noticed and turned to see a blue image of herself run before dissipating. She looked at Peacock who was about to fire again but instead of going right the image went left. Pyrrha looked at it before realizing what the ability did. "(it's some form of foresight. not very strong though looks like it only effects those in the radius of the initial ring.)" she concluded realizing it takes predictions every time she goes to move. She ran and the image fore sighted her which Peacock took advantage of and shot her in the leg. Her aura protected her as she continued her dash studying Peacock's new ability. It seemed she was beginning to understand it as well. She went to take aim and shot at Pyrrha again this time however Pyrrha fired back disarming Peacock. She dashed while she grabbed her hand and struck her hard enough to breach her aura field in few simple hits.

"Enough." Goodwitch yelled looking at Peacock puzzled. "Why did your aura give out so easily?" She muttered to herself looking at the footage.

"Hey military." Peacock yelled looking at her. "What's this white shield stuff work off of.?" She asked when she overheard her mumbling.

"Aura and Semblance are like a manifestation of one's soul." she explained Peacock looked in the air before realizing something.

"Oh, looks like I'll be keeping my distance." She said getting her attention. "One Parasite is tasking on a person. I'll bet Spiky hair's were not that great in comparison either but you passed it off as inexperience. I have two so I bet mine is far off worse because of that. Eggheads said the things run off a person's Soul Matrix, I don't know who made the names I just know it okay." Peacock finished her theory as Goodwitch wrote it on an email to send to Oobleck to see if it could be possible.

She walked off to get farther evaluated. As Goodwitch looked at her monitor for the next two opponents. "Nora Valkyrie and Cerebella, you are up next please being ready shortly."

 _ **Undisclosed location.**_

Atlas lab four nine delta has been studying Grimm in the Vale kingdom for a long time recently they think they made a break through with a form of Grimm storage and study. The head lab technician professor Richard was the one that managed to in vent the new machine and method that had come into some surprising effectiveness.

He was sitting quietly going over data that the Huntsmen on duty could deliver until a knock on the door to his office. "At this hour?" he asked himself puzzled as he walked up to the door curious. Behind the door was a man in a black baller hat He looked at him Grinning. the good doctor recognized him immediately. He fell backwards scared. "What do you want? We don't have dust here." He panicked as he fell to the ground.

Torchwick laughed as he approached him. "Thank you for pointing out the obvious but I'm afraid you are my target today." He menacingly announced as he pulled a sack over his eyes.

 _ **The arena.**_

Nora and Cerebella were standing against one another One was goofily waving to the crowd as the other one was essentially was doing the same. Peacock and Pyrrha were watching confused noticing the two just casually waving as if they were not about to fight.

Filia was still out cold though some of her color had returned to her cheeks luckily. Samson however seemed to be even shorter than before. If what she said was true he may be going into a low power like mode. Pyrrha looked into the arena watching the two seem to clown around as Goodwitch got ready. "Okay This will be the last one for the day." She spoke in a heavy concise tone. "Nadia Fortune and Carol Painwheel have unexpected arrangements happen to them. Nadia claimed she needed time to prepare. and Carol's trial is to be concluded tonight she wishes to know what they have concluded." The audience Nodded as they settled in for the fight. "Now the next two opponents. Nora Valkyrie, are you ready?" Goodwitch asked looking in her direction.

Nora flipped her grenade launcher into a giant war hammer and she smashed it downward before grinning at her opponent.

Goodwitch took that as a yes as she turned back to the circus performer turned hired muscle. "Cerebella, are you ready?" She asked watching her spin her hat on her finger.

Cerebella grinned as she strapped her hat on. "IT'S SHOWTIME!" She shouted with delight as two giant hands came from the hat and took a wrestler's stance. hunching low to the ground all four arms waiting for the perfect time to grab.

 _ **Fight**_

Nora went first with several rapid swings at Cerebella. She dodged most of them by jumping from left to right only to get hit by an upward strike strong enough to throw her ten feet into the air. naturally her training in gymnastics paid off as she back flipped and landed on her feet and looked right at her opponent her eyes filled with joy toward the match. She charged at Nora and swung two heavy fist at her throwing her off balance for the high kick.

Nora was pushed back a few feet looking at her confused as to how she shrugged off the hammer. Cerebella knew what it was about and shrugged her shoulders as her two giant arms reached toward Nora and grabbed on to her. Nora then grabbed her Cerebella's shoulders locking them into a standstill.

Cerebella was slightly impressed at how well Nora was holding her own in this standoff neither where moving but they were both feeling the force they were doing to one another trying to wrestle the other one to the ground. She gritted her teeth as the veins in her hat became visible in the arms. It over powered Nora and she was slammed into the ground then picked up by the giant hand. She crashed repentantly into the ground before she managed to break the orange arm's grip. She Dashed toward her Hammer and swapped it to a grenade launcher mode proceeding to fire it at Cerebella. She dodged left barely getting hit by it. The explosion tossed her forward close in the gap between her and Nora.

"(Crap.)" she was thinking to herself "(I gotta end this fast.)" She began to charge at Nora aiming for an opening. She cocked her arm which the orange hand replicated with a shotgun cock replicating from it. To her this was not new unexpectedly the uppercut the arm delivered set Nora flying skyward as a poorly made cat popped out of nowhere. She stopped and looked at it in confusion just for Nora to slam her hammer right on her head.

The force of the swing was enough to make Cerebella see triple but thanks to her time at underground fight clubs she shook off the confusion from the hammer with some ease. She turned to face her grabbing at the ground with her two hands and slammed downward. the force caused by the two massive palms shook the arena. While she has done that before she did not expect the brief yellow field that surrounded the strike. Nora stopped in place watching the yellow wave of energy cascade across the ground. striking her in the process. She was frozen in place like it was a form of paralyses. Cerebella froze looking at the stuck in place Nora curious as to what happened. "I'm guessing my semblance has to do with paralyses" She said looking at Nora who was looking with pure confusion.

"It can't be that." She said looking at her. "I would have taken that energy since my is conductivity." she explained as she began to refeel movement in her body.

"Could be force freeze type of thing." She said. looking at Goodwitch who had shut down the program since they were done fighting trying to figure out what Cerebella just did. She leaned back before grinning and tapping Nora's shoulder. "You certainly can kick ass though I'll tell ya that much. Any time you wanna throw down my arms are game." She said as she headed toward the lockers to freshen up.

 _ **Warehouse**_

Roman exited the car he had boosted for his recent mission. He walked up to the trunk to open it where the Professor was being held. "This way if you would." He spoke calmly as the Atlas researcher entered the belly of the beast.

The scared researcher was looking in fear at the many White Fang members sorting out the types of dust or just standing guard. "Why am I here?" he demanded an answer.

Roman grew agitated from this man's persistence. "I told you before you'll know when you see it." He pushed him up a set of stairs to the catwalks. As they entered Cinder was sitting on the desk in there looking at them She gave of a menacing presence for intimidation purposes.

"Greetings." Cinder spoke getting up to approach the terrified scientists. "I imagine you have a few questions as to why you were kidnapped." She presumed as he shook his head. "If you must know the White Fang is out sourcing for a new more dangerous project." She began to explain. "A, kind benefactor has given us a job in exchange she promised us something in return." She seemed to be straining herself. If the scientists were to guess She really did not like this person. "All I need of you is to create this." she gave her request as she gestured to a set of blueprints on the wall.

The man eyed the designs. It was a strange looking machine with a hoop in the middle. It looked to run on a hard power source likely needing an engine strong enough to power two apartment complexes. He saw the calculations scribbled in the notes. Most of it revolved around forms of quantum theory. "What are you trying to make?" He muttered to himself as he continued looking at the designs. He noticed it had a name on the design. PROJECT CROSSROADS was written there. His eyes widened as he looked at Cinder and Roman. "You two are mad. The science behind this is preposterous."

"Do it or die. We don't really care." Roman said walking out of the room. to continue his current hitlist.


	17. Trial of Painwheel

_**Writer's notes**_

 _ **Hey folks, sorry about how long it took for this chapter free time and finals don't exactly mix. I should be on the same course. Um, give or take.**_

 _ **Now the featured chapter**_

"Today we are here to conclude the trial of Carol Painwheel." The announcer spoke monotonically as he read the previous reports. "Currently the Kingdom of Atlas has charged you with: destruction of Self-Defense Force property, damage to public property, international terrorism and possession of un registered weapons. The prosecution please stand. For Judge Marisosn." A heavy-set person in full white robes came approaching the far stand he peered over his notes as he took a seat near his gavel. Finishing his perfunctory review of the notes he looked at the prosecution persisting of the Atlas lead attorney and one of the Atlas military representatives, Winter Schnee who was filling in the role for the general who had apprehended her. Across from them was a series of monitors three to be exact. Two from Vale and another from an undisclosed location. On the two Vale monitors Carol and Ozpin resided. The third one was a surprise to many, another leader from the Atlas military, Ironwood had sided with her.

"Now, where shall we begin?" the judge asked calmly looking at the two groups. He looked toward the Prosecutions "Would you like to present the current evidence that stand against the accused?"

The head Prosecutor stood up. "Indeed your honor, Our first evidence comes from several news castings from the day of the incident." He turned and flipped on another holographic scream over casting several reports that even caught her ripping a tank apart with nothing more than several powerful slashes and her bare hands. "As you can see She can take out a XRT- delta series APC, A vehicle made to combat mass hordes of medium level Grimm mind you, with nothing more than several sharp blades and pounding its armor with her own hands." He stepped from behind the desk and began to walk in the middle of the room. "In many of our scientist's years of research we have never seen anyone capable of doing such. Imagine what she could do to someone with nothing more than pure flesh and bone."

The judge sat pondering his statement "I suppose it could be a problem. Though I hardly believe that these machines are indestructible." He looked toward the defendants expecting an answer.

"That is correct sir." Ironwoods tone spoke up. "The XRT series of machines are very much an outdated line up. It is why the Atlas Special Defense Force use them primarily for civil unrests now." He remarked having watched them in action.

"Still an impressive feat for a child with little training." The attorney argued back toward the defense.

"In some cases, yes." Ozpin spoke up. "However, Carol is far from a Child with little training." He posted a full medical report of Carols Genetics in the trial room. "Notice her reports. Her face is covered in both scars and stiches of the surgical variety. The clothes that drape her are nothing more than a set of old medical cloth torn to shreds She has indeed gone under a very intense amount of surgery giving her whatever current strength she has." He took a sip of his coffee as he continued. "I'm aware we are unsure if it was with or without her consent but based on how she has acted in our care I am certain she was not."

The prosecutor got angered at Ozpin's answer as he eyed the three there. "If that's so than who did it? There are hundreds of labs in the world, one of them has yet to claim to be responsible." He stated very confidently thinking still that Ozpin's theory is nothing but a lie to save her from her punishment He looked at the three of them. Ozpin was vacant in his expression never letting his thoughts pass through his face unless he wants you to know what he is saying. Ironwood stayed quiet heavily breathing in anger toward the man's skepticism. Carol however was unique. Normally red eyes were a trait some had whenever expressing rage or anger. She however was always red. Not once had they changed nor shift away from the monitor. She was showing guilt and remorse toward something and more scary she seemed to be in conflict with something. He grinned looking at an opportunity to end this early. "Is there something bothering you Ms. Painwheel?" He asked calmly still thinking it was a fast victory.

"It was the ASGL." She said in a panic. "They did this to me. Tortured me." She began to break down into a form of undertone rage that was felt in the room emanating from her screen. "Yeah I remember who caused it. I saved my own sorry ass from being their damn puppet. Now I inhabit the same body hoping to get back the life they stole from me." This tone was in a lot more pain than the one from earlier she seemed to be teetering on a rampage. Many looked at her screen curiously.

"As you are all now aware.' Ozpin interrupted. "Carol seems to be easily angered by those that have wronged her. She generally is well behaved and very friendly if you treat her normally and not as a monster." He spoke looking at Carol sternly. "I know they were hitting a sore subject but you need to try to stay calm Carol." he was no was not certain how she was going to react. It could have been friendly or it could have been destructive. So far it seemed to be the initial prediction.

Carol nodded before bowing her head at the screen. "Please forgive me." She spoke sincerely in her tone however it seemed her anger was still boiling underneath the surface of her skin. Though it could be her showing one of the rare moments where she was in pain.

"As you can see." The prosecution spoke up. "What we have here is a kid that may be kind and innocent but she is nothing more than a girl on a hair trigger with no moral restraint." He spoke smugly as he took a button from his coat and clicked it. Another screen switched over to the streets of Vale littered with robotic parts. "This is what she was capable of doing with in the course of half a day. It took the combined efforts of several hunters and huntresses in training, and half of your own personal defense force Ironwood. Yet, you decide to defend her." His eyes targeted an unamused Ironwood.

"If you are implying that I myself am a traitor than you are more of a fool than you make yourself to be." His tongue pierced the prosecutor's ears like a hot knife. "Carol is far from the threat you plead to make her out to be, Having witnessed her true nature myself during a short interview I had with her." He began moving through his files looking for the footage from the day Carol Stayed aboard his ship. The crowd watched the entire interview Ironwood relying on traditional intimidation tactics before she erupted in a form of anger and sorrow. "While it is true that she is incredibly dangerous she clearly has an impossible amount of control over herself."

The judge leaned back in his chair pondering the question. "Is there any reason she would suddenly erupt in such a violent manner?" His curiosity getting the better of him.

"Indeed sir." Ozpin confirmed his thought. "The defense will be calling upon Officer Richard Colfax to answer questions from that day. We also have Police Radio logs we wish for you to hear. However, We request that Carol to be dismissed from the court hearing as it's played as a precaution." He finished his statement.

"Very well. Carol you are dismissed until you are resummoned." The Judge spoke as he slammed his gavel on the desk in front of him. Carol bowed her head again as her monitor disconnected.

Ozpin looked up at someone in the distance. "Carol isn't Nadia's match today?" After he asked his question a muffled female voice could be heard. "Then go root her on she is on your team after all." He turned his attention back to the monitor. "Terribly sorry, please let us continue."

A new monitor came on. The cop that first meant Carol shortly before her rampage. "Richard Colifax, roughly two weeks ago you had an encounter with this figure. Correct?" The judge asked him to examine his notes.

"Yes that is correct." He spoke calmly. "By far the most terrifying encounter of my career if I were to add."

"Care to retell the events of that day?" The judge looked at him curiously.

The man stood in a long paused state thinking on how to describe what happened that day. "We got a call for a minor disturbance what we guessed to be some run of the mill gang bang. The shot were going off from a good distance. When we arrived at the scene several shots were fired and the person in question lying on the floor dead." He took a breath and continued "suddenly she stood by up her wounds turning into scarred tissue then regular skin like she had some form of super aura. She however was muttering nonsense until I got close to her. About that time my radio picked up an unknown voice. It was dark menacing very much an evil voice." He was about to continue when Ironwood spoke up.

"Did the voice that came from the radio sound like this." He activated an audio file from that day. as it played a distorted sinister voice could be heard. As well as Carol's inane muttering. The officer nodded.

"By far the scariest voice I have heard in a long time. I have been doing this job for twenty-five years and I swear who ever made that voice could easily be called evil incarnate." He looked back at the judge to see if there were other questions.

"Thank you Officer Colifax. For now We shall take a thirty minute recess before giving out a verdict." The judge concluded as he swung his Gavel again. Everyone in the room nodded as their screens went to stand by. Winter who was in the room looked up at the prosecutor with a very angered glare.

He caught sight of it and redirected himself from her angered gaze. "Look the trial seems like it will be in our favor." he spoke up. She stood there still angry. "What?"

"You payed that judge off, didn't you?" She spoke angered.

"You can't prove it." He said smugly. As he walked off. Carelessly. Winter gritted her teeth as she watched him leisurely stroll out of the room to gather his next testament.

 _ **The arena.**_

"Today's first match up today is between Nadia Fortune and Blake Belladonna." Goodwitch concluded as she was reading from her tablet. "The match will be of course the same as the two previous matches.

Ruby was sitting curiously with the rest of her team looking down at the arena. To her left Wiess and Yang were sitting cheering on their team mate. Her left consisted of Peacock Cerebella and Filia all of which were rooting on the New Meridian counterpart.

Down in the arena Nadia was sitting behind the combat line looking at Yang Hand deep in her trench coat pockets. Black was doing the same both steadily observing their opponent.

From Nadia's perspective She noticed First was Blake's bow. She watched it twitched like she did in the cafeteria "(She must be whatever this worlds version of a feral is. Trying to hide it. Since I don't know what kind of animal trait she has it's safe to bet that She will hear a sneak attack until proven otherwise.)" She continued her observations toward her figure. "(slender.)" She let out a slight purr knowing what her fight style was. "(She's some kind of thief or rouge. That's going to narrow it down fast for me.)" The next two things she examined was her eyes. "(What can your past tell me.)" While she was never good at for planning often ignoring it she was glad that she did dedicate some time to practice the skills the original leader told her to as a way to honor his death. The eye trick he taught her however was very hard for her to figure out. "She let out a slight snort of disappointment. "Looks like I won't get anything from her till she takes her fist stance." More often or not she forgets to look at weapons since most the time the idiots that attack her come at her with knife and swords sometimes no weapons what so ever.

Blake on the other hand noticed Nadia's mind game and began to do the same thing. She first looked at noticeable features it was easier said than done though because Nadia brought a black trench coat with her covering most of her body. The biggest thing she could tell was she had pointed ears much like herself. "(She's a cat feral. Guess that means if what Filia said is true she may rely on her animalistic instincts in a fight.)" She then proceeded to look at her figure though that proved to be counter intuitive. "(Right she wears the coat to throw her enemies off.)" Just then her eyes widened. "(several White Fang members used this tactic to sneak into certain events. The question now is what she specialize in.)" She thought on it and wagered it was either assassin or some form of thief. She couldn't get a good view of any weapon pose or clothing so she couldn't read them to well. Her final area to look was also the eyes. Several minutes of looking into them she took half a step back in shock. "(she's crazy. How could she not be afraid of that?)" Nadia's ears twitched with confusion as she watched Blake look in slight fear.

Their mind games were finished once Goodwitch got the two's attention. "Blake are you ready?" Blake Nodded as she bent down ward into her usual combat stance. Goodwitch turned and looked toward Nadia. "Nadia are you ready." Nadia responded with a thumbs up throwing the coat off and placing her legs to the side of one another and got both of her claws ready.

Filia looked down at the arena in surprise. "So it begins."

Ruby picked up her statement. "Revolutionist of Remnant."

"Against the thief of New Meridian." Cerebella grinned as she grabbed popcorn Peacock had stashed into her top hat.

"IIIITTTT'SSS TIME FOR A CCCCAAAAATTTTT FFFIIIGHHHT!" Yang yelled loud enough to make even the combatants in the arena turn and look at her. Most looked at her with disappointment though Nadia grinned and actually began to laugh.

 _ **FIGHT!**_

Blake watched as Ms. Fortune as she began dashing toward her. What she learned about ferals from Filia did not betray her. She was coming at her on all fours. She jumped out of the way of her first strike watching her pause in place. She quickly scanned her in curiosity noticing the stiches on her neck. "(Why are those there?)" She immediately had a recall from the cafeteria "(Wait, what did she have from New Meridian?)" Her question was quickly answered by a flying arm into her hair. She grabbed it looked at it in confusion. She saw it twitch then suddenly poked her in the eyes quickly causing her to stumble backwards. She grabbed her pistole by the barrel end and got ready to whip the next part away. Ms. Fortune however walked up to where the arm was and jammed it into an empty socket in her right shoulder. She continued glancing at her curiously before grinning.

"Never fought the undead?" She asked as she slowly approached Blake. She threw a whipped strike at her severing Ms. Fortune's head. Ms. Fortune's body didn't fall limp since it was obvious to many that a decapitation was not exactly a big threat to her but she did kick her own head like a soccer ball into Blake's head.

Blake stumbled backwards as her head collided with the bodiless cat head. She was dazed from it but snapped out of it as the headless body tried to round house kick her head. She quickly ducked underneath and attempted to slash out at Ms. Fortune's body just to have it catch her whip with it's now detached tale.

"Wow, Nadia is quite the fighter." Wiess said in slight surprise. "Even without a proper weapon she seems to get buy just sing her de-attached limbs." The rest of the small crowd continued waiting with fixed attention.

Ms. Fortune's head looked with concern as Blake began proving to out maneuver her body. "(This ain't looking good. At this rate, she will out just out maneuver me.)" She continued putting up her body defensively to counter Blake fast quick strikes. The more she watched to more Ms. Fortune gathered her observations on Blake's combat abilities. She began to get concerned however when she noticed an unexpected detail of her combat style. "(Who trained her?)" Was the only question that circled her head as she began to get ready for her counter.

Blake continued assaulting Fortune's body focusing on other weak points on her body other than the clearly severed limbs. She hit her sides and attempted a few swings at where her head would be annoyed that her training in the White Fang was betraying her to some degree against an opponent who literally has no head. She kept striking in a rapid paste to try to tire the body out only to hear a weird noise stem from the body. She leapt back to keep her guard up thinking it was her semblance that she had.

The body kept vibrating slowly getting intense. Almost on que it broke into multiple pieces flying all over the place like a blood fueled rocket. Blake tried to watch the flying body parts with concern at the fact that these rocket limbs had no form of patter. She got slugged by the right arm as it came rapidly past her. The second limb to strike her was a leg in the middle of an axe kick. She saw the left arm flying right at her in time to parry it and sent it into the other leg. She began to take a more defendable position up against a wall watching the sporadic limbs begin to take aim at her. She took a low figure pose wanting the five flying body parts. Her ears twitched when she began to hear a familiar snicker. She looked down to see a head rocketing up ward smashing square into her chin. The other limbs went flying in colliding into Blake at once. Strangely all her limbs except for Ms. Fortune's head missed Blake and hit what could be called a very detailed after image.

Blake looked at the reforming body as it mashed into her Shadow clone. She noticed the body was beginning to retake it's shape meaning it will begin trying to strike fast. Thinking on her feet, Blake kicked Ms. Fortune's torso sending it into the ground all parts scattered.

Nadia gritted her teeth in annoyance as she watched her body fall into pieces. She couldn't reform if Blake kept bashing her body apart. She watched as her torso for a second time get kicked down yet again. She looked toward her two arms slowly crawling back to her body. Slowly though a thin blue light formed around the end of her limb. She watched curiously as the small string kept moving toward her torso. She looked down to notice the string also forming around the bottom of her neck.

Quickly all the limbs were quickly pulled toward the body. The blue strings of light going into the limbless body. Blake watched in confusion as all the limbs quickly reattached themselves. "Now." Ms. Fortune said her eyes closed as she stood back up. She opened them showing Blue Iris's that looked like a thunderstorm building inside of them. "Where were we?" She took a different pose from the one when she first started the fight instead of a slight hunched back with one of her arms crossing her body, she was down almost on all fours like some kind of animal.

Blake watched cautiously not sure what she was doing. Fortune's tail was whisking left and right like it she was a predator on the hunt. "(This must the feral instincts that Filia mentioned.)" She seemed satisfied with that theory as she straighten up and began approaching slowly.

The two circled the arena their eyes never leaving the opponent. As soon as one of them were to blink the other would try to strike. Ruby, Wiess, Filia, and Yang watched almost fixated on the stare down. Blake took her eyes off Ms. Fortune for a second and she pounced. Striking at Blake with two powerful claw scratches. She dodged left as the third claw came down kicking Fortune's head off just for the blue string to reappear and send her right back to her body. Before it reattached she head butted Blake for a counter. Fortune in a secondary retaliation slashed at her. She missed by inches getting an opportunity to get out of the corner she was. Fortune kept chasing her somehow was keeping up. "(How is she doing this?)" Blake asked her self when she turned around to be tackled by Fortune.

"Enough." Goodwitch finally spoke up. "Blake you did good. But for future reference you need to be cautious when dealing with someone that clearly has more animalistic instincts. It is a simple mistake though." She commented as she looked at Ms. Fortune who was playing with her head like it was a ball of yarn. "Nadia, You are way to reckless thanks to your special gift. Try to express caution from here on out." She did not get a reply from her to her annoyance.

Ruby ran in approaching Blake. "That was awesome the way you had to fight a whole bunch of flying body parts. And the weird Phantom string how much of a threat was she when she began going to her animalistic instincts?"

"She was, interesting. " In truth Blake had no way to describe the fight she just had with the Feline Feral. Behind everything she did it seemed to be of minimal effect. To top it off she was well aware she was reading her as much as she was.

"The final Transfer will be tested at a later date." Goodwitch spoke as she began to send the data to Oobleck. "Training for today is concluded." She said strictly as she left to conclude the results for herself.

"So, who wants to go celebrate?" Yang spoke up through the awkward silence.

"Hell I'm in." Peacock spoke up as well as her stomach growling from hunger as well.

Cerebella's eyes light up like the night sky hearing about going out for food. "Yeah, count me in to. What you thinkin? burgers, pizza, oh wait Sushi."

As soon as she rattled off her answers Ms. Fortune gagged "Anything but sushi." She hissed as she fished re-stitching one of her legs. "How about pub food? you know chips, nachos, the good stuff." Her choice of food seemed to get a positive reaction from the crowd Since they all began heading toward the exit.

Ruby turned noticing Filia and her parasite Samson looking back at the monitors lost in thought. "are you coming Filia?" her voice seemed to catch her attention since she began to look at her direction with a slight dazed look.

"Oh, sorry I'll catch up I want to go see the results of Carol's hearing." Filia's voice held major sign of concern for her long-lost friend.

Ruby could tell how much Carol meant to her. She heard stories from her uncle about people in her kind of situation. Carol was effectively the only one who knew her original self. She nodded her head. "I'll come to." She declared following Filia toward Qzpin's office.

Filia simply nodded and gestured if she would like to lead the way only to have her do the same thing.

 _ **The Trial of Carol**_

The judge wiped his fore head before looking at the accused. "Carol Painwheel please stand." He demanded which she responded. "The court has found you guilty of the following charges: destruction of Self-Defense Force property, damage to public property, and international terrorism. You are here by sentence."

"OBJECTION!" Winter Schnee blurted out loudly as they were giving the sentence. Everyone in the trial was caught off guard by this turn of events. "Carol shall be placed under what I give her for punishment."

The judge looked at her with utter confusion "Why I never." He began to protest.

"You have been bribed by the Atlas prosecution making any accusations here by void." Her stone tone echoed in the entire chamber.

The judge scoffed at her. "Then what do you propose she should do."

Winter looked at Carol's monitor. "Trial by fire." The entire court had their attention on her as she spoke. "Carol as of now would be facing the death penalty for the acts she has committed simply by have no limit on her own resistors. Let her prove that she is really on our side and not the White Fang."

The judge shrugged a little as he thought on it. "What mission do you think she should do?" He asked skeptically thinking she would not have one.

"That is up for me to decide." Her voice still holding the same stone from earlier.

"Very well. Starting upon your arrival in Vale Carole will have one week to finish whatever mission you believe is fit." He swung his gavel "Court adjourn."

The monitors shut off. Carol on her side of the monitor sighed with relief. Ozpin however looked at her concerned. "You don't seem to be too worried about your current predicament. Any particular reason?" His eyes watched her as she adjusted her mask which at the moment was being used like a bandana over her hair.

She turned to look at him with an innocent smile on her face. "I may not know who did this to me but I know why they did it." Ozpin's eyebrow raised with his curiosity. "I was designed to kill something more dangerous than a run of the mill Grimm." Her eyes flashed red. "I was made should the Avery unit failed."


	18. Trial by Fire

Ozpin was looking over the proposed mission Winter sent as part of Carol's punishment. A "Trial by Fire" As she called it. His face may not show a form of emotion but he was hesitant to send her on this kind of mission even if she was claimed as the one they send when the Avery Unit, Peacock's team failed. He continued reading it to his dismay as the report suggested it was a search and rescue mission meaning there was a chance she could fail simply by technicality. He was not pleased by it but it was the better than just a guaranteed death. He took a sip from his mug as he heard the elevator ring.

A woman in white hair and a white over coat walked in. Her coat covered what looked like a mix of a naval captain's uniform and a fencer's suit. gray pants covered her legs down to the combat boots which where a darker shade of gray. As far as it appeared the woman was just in Atlas standard military uniform. "Ms. Schnee." Ozpin said calmly.

"Headmaster Ozpin. A pleasure as always." Down and to the point as usual with Winter to Ozpin's dismay. She began to examine the room a little. "I do not see the criminal, did she Flee?" She seemed to be focused on why she is here as well.

"Hardly, Carol I'm afraid is the middle of class understanding some of the more basic Grimm." He explained only to earn a disapproving cowl from her. "Come now, even the accused are allowed some rights to education." He responded as he began to stand up. "This way." He gestured toward the elevator as he followed close by.

Winter was not even in the elevator for three minutes before questioning Ozpin. "What can you tell me about your four latest projects?" Still being blunt as always in her tone.

"Hardly anything I'm afraid. She is most cooperative in all situations outside of her episodes." He recalled several of her reports.

"Episodes?"

"Yes at least that is he rest of her team calls them. Random bursts of rage mostly brought up in three confirmed situations." He brushed his hair as he began going into detail about the episode. "Annoyance has caused them to surface most notably around pun humor. The other two are more unknown cases. The Second one that we have seen is the one from most news footage. A Berserker like state if you will, feeling all the pain and delivering just as much. The third case is more interesting, as it seems to be a self-preservation trigger. While We are aware that whoever did this left several walls of nasty override codes into her head she seems to be capable of tapping into that rage she builds up in short burst."

Winter nodded approving of the research. "As for her Aura levels and Semblance?" She continued to question him.

"We are not really sure what she does." Winter looked at him dumbfounded as the elevator door open. "We have confirmed that it seems to be some form of booster ability But, we don't know what it boosts." Winter looked at him confused. "In multiple tests, her Semblance seems to activate once she goes into a state preservation turning almost psychotic and going into a mixture of rage and control." The two began to turn left down a hallway. "During this moment, she gains a tremendous boost in strength, speed, and stamina."

Winter looked at him curiously. "Why not use the Aura scanners?" She asked expecting an answer.

"In most situations that would work, but only two of the Avery unit are actually readable." Ozpin replied gaining a confused look from the Atlas captain. He took another drink from his mug. "In the cases of three of our students it is a different story. Peacock, Carol, and a third student have a condition that toys with the device. Oobleck has been trying to come up with ways to read it but it's never a clear answer with no research." He looked noticing they were close Professor Port's Classroom. "Ah, were here." He stated waiting outside the room peering in Winter did the same to her surprise she saw her sister as well as the rest of her team in class only two of them paying actual attention. The other group consisted of the Avery Unit that has caused a heavy uproar in Atlas. She saw Carol sitting next to a girl with red eyes black hair and surprisingly a strange hairband in her hair.

"Who's the person next to Carol?" Her question was answered by a smirk from the absent faced headmaster.

"That is Filia Samson a transfer that we got at the start of last semester." He spoke. "Her grades may not show much promise but she has a high potential to be a dangerous threat to the Grimm incursion as well as a viable asset." He watched her jot a few notes down before adjusting her hair.

"Doesn't seem like much in her. What so special about her?" Her tone showed skepticism in his confidence.

"Let's just say looks can be deceiving." Ozpin replied as the bell rang in the hall. "I believe that this is your best chance to get her prepared for her suicide mission." He was stern toward her still disapproving of the impossible mission.

Carol was left in the room with Filia and Wiess who had agreed to help catch Carol up. The other three have showed heavy disinterest in learning about wilderness survival. Peacock being the biggest example because she got bored to a point she began to sleep in the front row. Luckily Professor Port was in simple terms oblivious to her actions. The three looked up at the two who had just entered Ozpin and a white-haired woman that both Wiess and Carol noticed immediately.

"Sis?" Wiess was shocked to see her here. "What are you doing here?" Her question managed to get the two from moving closer as Carol and Filia looked at each other in shock that the Ice Queen as the school dubbed her had a sister that gave off the same cold shoulder if not colder.

"Today marks the beginning of Carol Painwheel's trial by fire." Winter spoke looking at the three of them. "As to match Ozpin's request she has had two weeks of preparation to give her a chance in her favor." She stepped to the side and gestured to the door. "If you'd please." The commander's tone scratched into their ears making Filia and the hidden presence in the room unsettled. Carol nodded reluctantly as she stood up.

"Good luck Carol." Filia said as she left the room. She never got a response as the door closed. She began to look down concerned for her friend.

"You too?" Samson spoke up finally. Her head's movement gave him all the answer he needed.

"Cheer up Filia you saw what she was capable of in the arena with Yang. Even Pyrrha didn't know what she did." Wiess spoke trying to comfort her though it was not helping much.

"You know." Samson began to talk again, an all to familiar tone was within his voice. "We can always do things my way." Filia tilted her head up rolled her eyes toward Samson's mouth. He had a mischievous grin printed over his mug. Filia knew exactly what he was planning and she did not like it.

 _ **The helipad.**_

Carol, Ozpin and Winter were slowly approaching the landed bullhead. Several Atlas guards were standing guard over the machine two heavily armed ones began to approach Carol. The one on the right was holding a small gray box. Ozpin's eyes narrowed on the thing a look of disapproval loomed over his face.

"As per requirements." Winter spoke calmly as she opened the tiny box. "You have five days to track down the missing scientist from outpost delta." She spoke as she pulled out a silver looking tube that had two plugs in it. "Should you fail your mission or refuse to comply to orders." Her voice began to turn dark as she attached it to her neck. "your head will be leaving particles across the sector."

Ozpin looked at her for once actually showing signs of anger or at least his variation of it. "This was not what we negotiated." His words however seemed to be ignored as the two guards got in between him and Winter.

Winter looked at them before turning back to Carol. "Do we have an understanding?" Carol nodded as she was signaled to follow Winter into the Bullhead.

Ozpin watched as the two left on board the ship the two guards cutting him off from halting the take off. With the guards focused on him he noticed something unexpected on the far end of the helipad. A black mass with two yellow eyes peering out over the ledge. The black mass grew in shape forming a Feminine figure that began to slip toward the ship unnoticed. Two black tentacles formed from the back side of the shadowy figure and toss its self onto the top of the machine as it took off. He smirked a little as he began to walk away. "(Perhaps I did make the right choice in having her join this school.)" He thought to himself as he returned to his personal chambers.

 _ **The inside of the bullhead.**_

A good portion of the trip the two had been silent. Winter reading current Atlas reports and Carol looking at her mask. The two continued not to speak until Carol looked at Winter to ask questions regarding her mission. "So, who am I tracking?" Her curiosity finally gaining the courage to ask her warden. Winter seemed to stay quiet which she looked at her again. "So, my friend is on your younger sister's team." She seems to get a reaction from Winter on that one. "Did you go there to?"

Winter looked at her. "I don't understand why she decided to there." She spoke harshly. She continued to glare at her. "Ozpin thinks he can save even the most unknown of people. Your 'friend' has some of the worst grades ever yet she still is there." She began to look at Carol with rage. "To make it stranger She has no records prior several months ago." She began to point at her. "and you somehow earned the trust of Ironwood, a trusted general in the Atlas army." Carol tilted her head confused as to what she was talking about. Winter sighed as she looked at her "How?"

Carol nodded finally seeing what she was asked. "I see, our existence is kept secret." Her apologetic tone made Winter look at her. Carol looked at her in the midst of her own internal conflict. "Sorry but if you weren't informed I don't think I can tell you."

Winter glared her to which Carol just closed her eyes to rest.

Meanwhile Filia was holding onto a handle on the top of the Bullhead. Samson was latched to what her his lochs could hold onto. "Samson!" Filia began to yell as she waited for her voice to be heard over the loud engines that were near her. "THIS IS YOUR WORST IDEA YET!" She declared as Samson opened one of his eyes to see where they were.

"Yeah, yeah whatever. I'm doing you a favor ya know." He spoke annoyed having his message sent to her ears via hair wire. He looked out toward the area around them. "Looks like the woods that they held the initiation in." He said noticing a bunch of crumbled ruins off in the distance. He kept looking toward the direction as it slowly left if view.

"Where are they taking her?" Filia asked as she felt the ship take a hard left.

"Hell if I know. Just keep your head on straight." Samson yelled in response as the Flying ship took them deeper into the woods.

 _ **Elsewhere.**_

Eliza was sitting patiently watching the engineer's process on the device she wanted the White Fang to build for her. She enjoyed the way they slaved themselves to her strange machine day and night in hopes that they would be set free. Of course, she was not often a woman of her word, she was planning to drain them so there were no witnesses to the creation of such a device. She figures however none of this was possible without the reliance of Torchwick and Cinder so to her she figured they have earned the privilege of a spared life as well as a little extra. She continued to look at the project with delight until approached by the Head of this operation. "Oh, if it isn't Cinder." Her tone was as manipulative as ever. "Tell me, what can I do for you today as I wait for you men to finish my own personal project?" She began to eye the silent red dressed woman noticing a dark skinned green haired teenager and a gray-haired teen behind her. He began to hum to herself a little as she looked at the three. "These the little children you talked so highly of?" She asked looking the two over.

Cinder nodded before speaking. "Roman is busy trying to tie up a loose end. If you could take care of this problem for us." She handed her a photo of a random investigator that had been trailing the dust theft ring that Cinder had organized. "Normally I would have Roman handle it or take care of the problem myself but I have a meeting with a higher up to attend." Eliza was reading her as she spoke.

Eliza smirked as she folded the photo. "I will do what is required of me just remember what I ask of you." She said as she walked out toward her limo.

Cinder breathed a sigh of relief as she left. "I don't know how she will handle it." Her voice had ambivalence and fear within itself. "She is a necessary evil I just hope her payment will prove to be of use" She clearly doubtful but if it got rid of her it is more than reward enough. She turned to look at her two subordinates "What can you two tell me about her?"

The green haired on looked at her partner with reluctance. "Not very much, she showed up a few days after Roman's botched robbery of the Dust to Dawn shop across town." Cinder did not seem all too happy on this detail. "According to records at Beacon a student there also showed up the same night of the incident claiming to be an amnesiac." This caught her boss' attention. "We are not enrolled yet initiation is within a few days but from what I heard her Semblance is the most unique thing about her.

Her gray-haired partner nodded "Yeah, me and Emerald are trying to figure out more about her reports say it is either a form of telekinesis or siphoning abilities." He spoke more skeptical. "Beacon also accepted the four that rampaged through the city a few weeks back." Cinder looked at the with interest. "Yeah word has it the one that caused the most destruction is doing some kind of trial today."

Cinder remembered that seeing some of the one they called Painwheel's destruction. If she were to guess even lower end Grimm would keep their distance from something with that kind of power. "If anything, she will be put on the death penalty for sure." She looked at the wall mounted clock "If you excuse me I got a meeting to attend." She walked past them with the two slowly following behind her.

 _ **Undisclosed Location**_

"This is the last known location of the scientists." Winter spoke in a stern tone looking at the blasted open gate.

Carol watched as she walked in before closely following her. She was not exactly sure what any of these strange buildings did other than it clearly being a research faculty of sorts. If she guessed they were studding the black creatures that Port went over in his lectures. "What are those things anyway/" She asked Winter which gained a confused look from her. "I understand they are Grimm but what are they?"

Winter stood in place and turned and looked at her. "Imagine a form of creature that gathers strength from fear, anger, and hatred. Created through hundreds upon thousands of years of Humanity's violence. That is what they are, a means to extinction." She pulled up a device and confirmed some data. "We need to hurry." She ordered as she began to head toward an east end building that looked like some form of Biodome. With several panels broken.

"That can't be good." Carol's manner changed to a cautious like state as she pulled her mask over her face. Winter readied herself as well.

The two approached the bashed panel and looked at the inside of the weird dome. It looked like it was a deep dug out made to fit something huge. Winter looked at Carol and nudged her head for her to jump in. Carol though reluctant agreed once she heard the collar on her begin to beep.

Carol had smooth landing thanks to the propeller movement of her four blades. She looked left and right checking the room for any threats. A rustling came from behind her making her turn to look in its direction. a pair of glowing red eyes were staring back. She felt the unfriendly presence of the creature but it was not moving in toward her. "(Is it scared of me?)" was the theory she had developed watching it not even move. She turned around to continue walking when another growl was heard. Surely enough several more eyes were on her. "(Great.)" She responded with reluctance "(this is a damn petting zoo.)" She rolled her eyes under her mask and got into a combat stance.

The first creature was what looked to be a giant ape of some sorts. It charged at her angrily trying to pound her into the ground. To its shock however the massive creature's fist was meant with Carols. Bones in her wrist became broken from the impact of the two's punch. The ape however was forced backwards as Carol looked at her dislocated hand and arm. She sighed as she cracked both back into place. The creature came back at her again this time raising both of it's trunk like arms. Carol countered by placing the four blades strapped to her back in a fan like position to withstand the blow. To counter she began to spin the blades at a fast rate slicing the skin off of the creature's hands. The Creature in an attempt to counter, lunged one of its giant feet at her just to get a metallic strip of rebar into it. The Creature looked where it was coming from shocked to see it was caused by Carol somehow. It attempted to strike again only to received four lethal strikes to its head killing the creature. It began to dissipate as Winter was catapulted into the dome.

"Ms. Schnee!" Carol yelled in concern as she approached her. Just then the lights in the dome died and a dim projector activated. A man in a white trench coat and a black baller cap was on the projection looking down at them.

"Ah, so Atlas did come to take care of their technicians." His tone had a very sarcastic surmised sound to it. "As much as I'd love to take care of you I'm only here for the machines but don't worry I'm certain this big guy will keep you company." The transmission cut off as a loud roar entered the arena.

Carol looked at Winter concerned. "Um, what was that?" Fear was in her voice which in her own case since the experiment was a rare trait.

Trees could be heard tumbling off in the distant as what sounded like an Elephant off in the distance. Winter was close to paralyzed in shock hearing the menacing sound. Several trees fell as the stomping got louder. Winter looked down at her tablet as she began reading on the list of contained creatures within the base. She read the report thoroughly.

" _Current research into Grimm containment have shown promise that the Miligrade four capture field could potentially capture a grimm as powerful as an adult goliath. They have tested it recently before going radio silent. It is very likely they did complete the test before they could report the results."_

Winter dropped the tablet as she slowly reached for her rapier. "They completed their test." Her concerned voice had gained Carol's curiosity. "They captured a goliath."


	19. The Goliath

Filia looked up in the direction of the abandoned base. The roar they just heard was not like anything they have ever heard. She looked down over the edge of the Bullhead she was on seeing several Atlas guard drones run off in the direction of the strange sound. "Guess it's safe to track down Carol and Wiess' sister." She stated expecting a response from Samson who just grunted. She jumped down and slowly moved toward the bushes trying to stay quiet so she does not attract attention to herself. She followed the eight foot concreate walls looking for an entry point. Eventually Samson noticed a giant crater in the wall he could easily clear. He tugged on her shoulder and gestured up. She looked at the ruined walls and nodded.

Samson stretched his tentacles to the side of the wall and hoisted the two of them upwards toward the top of the wall. The base was surprisingly open area with a few small buildings and a decent sized dome like structure of the far side of the place. The drones could be seen running toward that building's main gate. It was a heavy reinforced gate that looked strong enough to with stand a heavy tank. "Whatever the hell they need that door for, we can tell it's to keep something in." Filia nodded as she continued scanning the abandoned lot.

"Let's head back to the ship maybe we can find a map of the base." Filia was trying to be optimistic though Samson was not buying into so much. Regardless he was not exactly the one in control he caught her on their decent and returned to the parked ship. Not a single soul was nearby. The roar got louder confirming Filia's fears that it was about to attack. She eventually forced the side door open with Samson brute force at her call. She entered the somewhat cramped area, digging in backs for possible clues. She eventually found an acrylic white folder inside a hard wall bag. Inside the folder was a list of scientist's names that Filia did not recognize. "It seems they were making something to deal with Grimm." Her tone had concern as she read into the final transmission.

 _Base under attack._

 _It's that Torchwick asshole again. This time he is after us. I don't know what his MO is, we only have last resort dust here not heavy cargo supplies._

"Samson what you make of this?" She asked after reading the transcript.

Samson closed his eyes to think. "Red in white ain't a run of the mill scum, but he's still a smuck. This has the Blood scourge's handy work written all over it." Was Samson's only remark on the report. He looked at a small map laying pipe systems for and underground network. "Get a gander at that." Filia turned to look as he grabbed the map.

"They must have built it in case a Nevermore strikes." Filia concluded. Her eyes lit up at an idea. "and it is our entrance point." She said smiling as she turned to dash back toward the infiltration point. Samson lifted her up over the wall as she landed behind several dumpsters in the area. A wail in the distance echoed through the base. She knew they were going to have to fight it but it would be best to avoid the drones.

She found a back door on the far side of the cramped alley way that Samson's mop of a body could squeeze through and unlock. As the door opened the two creeped in hoping not to get caught. Luckily it seemed no one was here. "Now to find the tunnel network." She spoke aloud to remind Samson of their next task. The two traveled for a good forty feet down the hallway until they noticed a stair weld with fresh cords moving up the stairwell. She looked toward Samson and quietly followed the cords up the flight of stairs watching for any possible threats.

The building however seemed abandoned no remains, no skeletons or corpses, and no reason for the scientist's disappearance. Filia continued walking across the hallway until she heard a panicked voice coming from one slightly open doors. She peaked her head in to look at the lab that she stepped into. On the far side, there was a monitor saying "PLAY BACK. VIDEO OUT OF MEMEORY!" She walked up to it curiously looking at the device.

"Hey kid push the space bar." Samson spoke up to give his own view of the situation. She pushed on it showing what looked to be a scientist. She didn't know him not exactly a big surprise to either of them given their past. As the man talked on in great length the video cut till a week later. The two watched cautiously Samson keeping his eyes on the vents and doors. The video cut again this time the scientists appeared to be ecstatic over the capture of a creature called a Goliath whatever that meant. However, the next cut in the footage was for only several hours when the cameraman appeared on camera the scientist was in full panic until a familiar man in a white trench coat showed up behind him. "Hang on. THAT'S THE BASTARD THAT ROBBED US THAT NIGHT!" Samson yelled Filia stroking one of her side bangs in an attempt to quiet him down.

"Will you keep it down." Filia's whispering spoke sternly toward his burst of anger. "We don't know if he's here now." She grabbed her weird phone device as she plugged it into the machine to copy the data. She turned to notice another map of the faculty this one was for an incase of a fire emergency. She studied it looking for the tunnel entrance.

"Will you two please find out that noise?" Roman's voice being heard from down the hall. Several footsteps could be heard coming in their direction.

Filia began to panic as she forced herself into a cramped dark spot that Samson used his own hair to camouflage themselves into the dark area. The two sets walked in to the room looking around for what could have caused the noise. "It looks clear in here try the next one." The male voice said as he left heading down the hallway. Filia slowly moved toward the door the see the White Fang grunt walk down toward another room kicked open a door and walk in. She looked toward Samson and they both agreed that the best option was to wait till the two grunts pass by their rounds. The two stepped into the corner waiting for them to pass.

Since they had to wait Filia decided to pass the time trying to text Ruby sin her sister Yang wanted her to begin understanding Remnant lingo granted a good portion was to just gawking over The Achieve Man boy band despite not even hearing a single song from them. She has been trying to understand how this device worked but it seemed to be counter intuitive since it took her a month in a half just to get her to answer the device. She toyed with it for roughly twelve minutes when the footsteps got closer meaning it was close to time to try and find the tunnel access. "Samson, remind me to tell the other two that I know where Torchwick is." She whispered as they snuck down the hallway toward the stairs. Samson let out a grunt signifying he understood. "For now, let's track down the tunnel network."

 _ **The Dome**_

Carol stood still as several of the artificial trees began to shake and fall toward the ground. she was not sure what a goliath is but based on the sound of she and Winter heard it must be a huge creature. She looked patiently as several Grimm where waiting off in the distance for the alpha predator to enter the small opening the two were fighting in. The ground began to get several heavy thuds as the goliath began to crush the trees in front of itself. The creature looked like an elephant with more curved tusks. At the distance, it was standing it clearly towered either of the two with complete ease. It let out it's combat cry which made Winter take several steps back in a defensive pose. To her shock, Carol dashed at it stopping once she was in the middle of the opening. She let out a scream filled with rage and pain as several spikes shot out of her body. They quickly went back into her body and heal herself.

Winter looked at her with fascination. "(even when threatened with death she doesn't know fear. What happened to her?)" She asked herself as she looked at the gigantic creature that was preparing to charge her.

Carol turned toward her the mask was glowing red. It seems she let her more dangerous side take over. "GET THE SMALL ONES!" She yelled angrily as she looked back at the now stampeding creature. She threw he four blades into the ground at an angle to form several triangles. The creature's tusks made contact with Carols hands easily pushing her backwards but she seemed to be slowing it down somehow. Winter looked back at the mass of Grimm surrounding the border of the wooded area. She breathed in counted to ten and exhaled as she got ready to fight the onslaught of Grimm coming out of the darkness. A usra came out slowly approaching Winter as she took a fencing position that emphasized a defensive position. The creature lifted his claw at her and took a heavy swing at her only to find himself flying backwards from a powerful glyph counter. It got back up as three beowolves dashed past the dazed creature and attempted to slash out at her.

Carol was holding to the tusk of the goliath dashing straight back into the wooded area. Wanting to ensure she did not get surrounded she got onto the tusk allowing the goliath to increase its speed. She balances herself on the giant tusk before jumping onto the thick plate armored head. It tried to shake her off only for her to jump onto it's back and run back to the grotto. The creature was huge and moving fairly fast so she bought herself some time to destroy the tiny ones.

She made it back to find Winter surrounded from all ends. She ran to her slashing through as many as she could. Several strikes at her but of course she barley felt it. All it did was anger her more which gave her a head ache. She faced her backside toward Winter as the two eyed each other. Winter formed a glyph underneath the two of them launching the two into the air Carol the used her blades to give Winter extra height.

Winter watched as Carol fell toward the ground at an accelerated rate however her blades begin to spin fast enough to act like a helicopter keeping her airborne. She looked at her in shock as she raised herself into the air. "CURSED VINES!" She let out angrily as her body became punctured with hundreds of metallic spikes that shot out of her into the ground going through some of the creatures below as she stabilized from the several picked vines coming from her body Winter noticed the four blades on her back shot upward as if she was trying to be used as a lightning rod.

Winter picked up on this as she pulled out a vile of yellow dust and threw it down toward Carol breaking on the blades causing a powerful surge of electricity flow through Carol down the numerous vines into the ground electrocuting most of the Grimm within the area. "AAAAAAAAAAAAAAUUUUUUUUUUUGGGGGHHHHHH!" Was the only sound heard however since she put herself in a great amount of pain. The two landed Carol covered in nothing but burn marks and a surprisingly decent amount of magnetism.

Winter straightened herself out and looked toward Carol "Cursed Vine?" She asked confused.

Carol still hunched over turned and looked at her. "Well it needed a name. I'm glad you caught on to my plan though." Her voice was weak but she seemed to be used to forcing that kind of torment onto herself. Winter looked at the two's vitals since they had a moment to rest. The two were certain that the goliath would return soon. She saw that she was in good condition but not capable of fighting a Grim that could easily go through a house with minimal effort. Carol was not better off. Her aura as far as she could tell were barely at minimal levels and she seemed to have a form of paralysis. Granted the side effect seemed to be of little hindrance.

The goliath could be heard as the two realized it was coming back to this area. "It's likely that thief changed the passwords on the front gate. The drones will need to drill it or blast it no telling how long that would take." Her calm composure made the odds against them seem even worse. Several trees could be heard snapping. The noise made Winter on edge as she watched the direction it was coming from. "we will have to stall until they can or die trying." She grabbed her rapier from the ground looking at Carol who was just standing completely still.

"Never thought I would go out like this." Carol spoke calmly without pain. "Against an oversized elephant in an abandoned lab on a world I'm not even from." She wasn't really caring about her surroundings as she spoke. Her comments made Winter look at her confused but shrugged it off as some form of delusional revelation from the pain.

The goliath came marching from the trees again anger being sensed from its red eyes. Winter looked at Carol again noticing she was relying on a metal spike from her hand to support her weight. She was not in a good shape and she was not going to be able to stop another charge attack. It came charging as it did the two got ready to dodge to their surprise however was the fact it got onto its hind legs and went to crash on the two of them.

Winter was about to fight until she got froze in shock as it got up. It slowly began to wobble back and forth coming down to crush the two of them. Neither of them would with stand the heavy impact the creature would cause. She got ready to attempt to counter only to suddenly loose balance. A solid thud could be heard as the creature hit the ground she looked up to see what happened. Carol was on the ground barely moving somehow, she pushed her out of the way and then took the full crushing force of the goliath's stomp. The giant creature took several steps back watching Carol.

The entire area began to get a dangerous vibe from Carol's body. She twitched catching the two-off guard. She slowly began to get back up only to have the gigantic creature attempt to crush her again. Winter looked away as it dropped its feet on her. To her shock, Carol caught the two gigantic feet one with her hands the other with her heavy blades. It began to charge up its nose for a grab at Carol as it did a black mass fell on to it slicing the trunk off.

Winter looked in shock as she followed the shadowy figure. It began to stand up taking the form of a woman with long moving hair. Her eyes had the same red tint as Carol she observed as she began moving toward her. The black tentacles moving toward Carol as it yanked her away as it thrusted its weight onto her.

"You two alright?" The voice asked to Winter's surprise as she recognized the voice.

Carol rubbed the back of her head as she looked in shock. "Filia? What are you doing here?" She asked still dazed from the goliath.

"I didn't like the sounds of your mission. So, I followed." Filia looked at Winter who was more angered at her than Carol. She looked down ashamed of herself unaware the goliath had targeted her.

"You're not supposed to be here. I will have stern words for Ozpin." Winter began to lecture before she noticed the Grimm towering over her. "LOOK OUT!" She shouted in fear for her life. Unexpectant though, several strains shot from Filia's back pushing the creature back.

"Kid, you can chat later. That damn elephant is pissed." A deep voice was within the area with them as Winter looked for who ever said that.

"Who was that?" Winter asked looking for the voice.

Filia stood up turned to look at the goliath giving Winter a full view of Samson. "You're talkin about me. Name's Samson, we'll talk later okay." Samson explained however all he did was actually make Winter take a few steps back not expecting sentient hair.

"You talk?" Winter questioned as soon as Filia and Samson refocused back on the goliath.

"I said later." Samson growled as he looked at the creature in front of him.

The goliath began to dash yet again this time at Filia. He decided to try the same tactics only to find itself in a web of braided hair between its legs tripping making it lose balance. Carol began to step in trying to use her blades to carve through the goliath's hide. Unfortunately, it did not seem to be working as her blades bounced off the surface of the creature. It slowly began to get back up, wavering left and right as it did.

"That hide on it won't budge." Winter spoke up watching the two try to attack this behemoth

Carol ignored her as she ran toward it again jumping onto its tusks. She looked at it then began trying to cut it off to limit its attack options. Her blades sparked as it cut through the steel like ivory, eventually cracking it a little. This encouraged her to continue her rapid onslaught. The goliath attempted to toss carol off only to have black strands of hair holding the tusk. Winter followed the strands to see Filia having herself hoisted in the air as Samson strapped himself to a tree. The Goliath was essentially immobilized at the moment. Winter quickly dashed toward the creature speeding herself up from her glyphs to impale the creature. When she made contact the creature fell a few feet back just to see Carol cut through the tusk off. Filia dropped to the ground as the tusk got removed. Samson managed to catch her to cushion the fall.

The creature was furious as it went to strike at one of them. Carol noticed it as the other two were petrified. She noticed the tusk on the ground. "Filia, Ms. Schnee." She shouted to get their attention. The two turned to look at her curiously. "The tusk." She began to point at it.

Samson saw the idea she had in mind. "Hey, Wiess' sister get ready. Kid, get to that tusk. Carol, hold that bastard off." Filia nodded as well as the other two began to get into position.

Carol dashed at the creature again. It began to lower its other tusk only to have Carol sprout metallic rebar from her arms and legs holding the creature in place in the air. The metallic poles were not going to last long though meaning Filia had to move fast.

Filia made it to the tusk as Samson began to lift the heavy object into the air. She turned to look toward Winter who finally figured out what their plan was. Samson grinned as threw the tusk right at Winter. Winter began to form a glyph to catch the flying object. She wanted the tusk to sit in place before getting catapulted at the goliath at an angle so the sharp end went into its head making it go limp.

The three approached one another as the creature dissipated. Winter looked at Filia and Samson in anger at the fact the two snuck onto a private mission. But she seemed to also be concerned over the fact that Filia had living hair than her disobedience. "What is that thing?" She asked concerned.

"Hey, we can talk about me later." Samson blurted before Filia could answer. "Right now, we have a black hat probably making a run for it."

 _ **Outside**_

Roman had begun to make his escape from the buildings he was coped up to leave only to hear an unfriendly growl behind him. "Oh, you got to be kidding me." He sighed seeing the masked woman from that room. "Carol, was it? I would love to stay and surrender but that is not on my list."

Carol stood there motion less her four blades staying in the ground. She took a step toward him which made him take a slight step back. He began to lift his cane up to take aim at her. Carol responded by going into a mad dash. He looked at her amused as he pulled the trigger. Suddenly a rocket came from his cane flying at fast speeds toward her. Roman closed his eyes as she was engulfed in an explosion.

He looked at the smoke thinking that he had won. Satisfied he turned around to walk away figuring what else needed to be done.

" _ **RRRRRRRRRRRRRRRAAAAAAAAAAAWWWWWWWWWWWWRRRRRRRR!"**_

Roman turned around in shock as Carol tackled him to the ground her four blades slowly closing in on him. "Impossible." He stammered "The goliath should have destroyed your aura." As he began to demand answers Carol punched him hard enough to knock him out cold without trying.

She stood up breathing heavily. She turned to see Winter and Filia standing there in shock. Filia eventually spoke up. "I think I know what your Semblance is." She spoke calmly. "It seems whatever attack brings your aura into a critical condition they have to land an attack that by passes the damage caused by said attack." She said calmly. "Easier said than done though since You took a goliath's ram."

Winter looked at the drones "There is no evidence here prepare to return to base." She ordered them before looking at Filia "As for you, well you got a lot of explaining to do."

Filia let out a reluctant chuckle as she went to the ship with the two of them.


	20. Just A Taste

Cinder walked back into the ware house with Mercury and Emerald in tow. The three had managed to become enrolled into Beacon Academy to begin her overarching plan. She was not sure why she had not got a report from Torchwick regarding the elimination of Winter and that freak of a person. She exited her car noticing Eliza sitting a cargo box still smiling eerily toward her. The warehouse was unusually quiet putting the three at unease seeing how she was just calmly sitting waiting for them.

She looked at Cinder cheerfully. "Well Cinder I believe you have held up your end of the agreement." She said standing up and walking toward her. "I must say, for a short while I thought you would try to stab me in the back. But you stayed true to your word and now I must do the same." She continued walking toward her causing the three to shiver in slight fear. Eliza lifted her arm as blood spouted out a glass vile with blue fire emanating inside it. "Here is a taste of the power you have a chance of gaining." She leaned into Cinder's ear as she put it into her hand. "Best you inject it rather than ingest." She whispered.

Cinder took a step back keeping her guard up to ensure that she could protect herself. She then looked at the red liquid that was emanating a blue flame. She looked up silently toward Eliza then Mercury and Emerald.

Emerald began to look around in concern at the lack of noise. "Hey where are all the workers?" She asked suddenly making Eliza look at her with slight glee.

"Oh, I called it closer." She said tapping a crate to have a dead White Fang grunt come out of a crate. The three of them took a step back glaring at her very being. "Well Obviously, I wanted her to use what I promised her heavens forbid she tried using it on a male." She threw her a syringe landing in Cinder's hand.

Emerald looked at Cinder concerned about their predicament. "Do you want me to?" She asked Cinder fully aware that it could be a trap. Cinder reluctantly nodded to the three's dismay. Emerald grabbed the vial and inserted the needle into it. The eerie blue flames touched her skin a few times but instead of burning her it felt as if her skin on her wrist was drying up and being reborn as it passed through it. Not an experience she ever wanted to feel again. She eventually inserted the needle into Cinder's arm as the red liquid entered her bloodstream. She took a step back as it finished being injected.

For a short while Cinder seemed unchanged except for the fact that her insides were burning like she ingested some form of acid. She looked at Eliza as the pain got worse in her veins. She felt as if she was dying. She glared at her poisoner angrily only to see her smiling at her.

"Come now, would you really believe me to be willing to poison the one who made my return possible?" She scoffed at Cinder as she fell to the ground. "True what is happening to you is slightly killing you but it will wear off." Her careless response as well as sadistic nature was of no comfort to her.

"You freak what did you give her?" Mercury demanded an answer as he pointed his weapon at her.

Cinder meanwhile was losing focus. Her insides where crawling She kept asking what did was in that vile? She managed to regain eyesight only to see the skin on her hands melt to nothing but bone then reform. She began to stand up in confusion as she began to sense several unusual feelings in the room. She looked up noticing that something was off, far off. Eliza smiled yet again as Cinder looked at her in horror. "WHAT DID YOU DO TO ME?!" She demanded her answer in a loud voice, in her rage blue and orange flames exited from her skin. While the orange flames were that of traditional fire the blue flames where cold. Mercury and Emerald felt their skin cells on their shoulders die when the blue embers touched them. Eliza being of pure blood seemed to be unaffected.

"If you must know." Eliza spoke up. "I infected you with a temporary parasite." She left her eyes closed waiting to see what her reaction was.

Cinder who originally had no way to ready the deceitful diva looked at her in confusion. Somehow her sixth sense was telling her this was more than a parasite as she described it. "This is not a parasite." Cinder spoke an undead echo in her voice amplified her rage. She shot formed a lance that came out of a forge of blue and red and threw it at Eliza missing her by mere centimeters. "The truth. NOW!"

Eliza rather than act scared began to applaud her. "It seems you are accepting it quite well actually." Despite everything in front of her, her voice was calm and without fear. "You are right this is beyond the likes of a parasite. I infected you with the blood of Queen Nancy." Cinder just stood there glaring, Mercury and Emerald couldn't stand the blue flames she was emitting in her anger and when to hide behind cover.

"Who?" Cinder looked at her in confusion. Which pleased Eliza greatly.

"Queen Nancy." Eliza repeated her answer from earlier. "To you however that does not mean much. To me, she was the strongest monsters to ever live." Her lesson fell on deaf ears since Cinder clearly had intention to kill her now. "Before you kill me however, try giving your abilities a try on the law enforcement that is coming from outside." She lifted a finger to the front gate where the windows where lighting up with red and blue.

Cinder glared at her but reluctantly looked at the front gate waiting for the breach.

The law enforcement barged into the warehouse confronting Cinder head on. "Freeze." An officer shouted to get her to surrender. Cinder however, had other ideas.

Her first action was sending a massive blue ring of fire that turned all the law enforcement into nothing but skeletons in armor. Several officers came in for the second wave in their tactics caught off guard from the first wave being already dead. "Someone alert Atlas!" an officer yelled in fear as they began to open fire at her.

Cinder saw the bullets fly at her in rapid succession. To her surprise the bullets barely phased her. She looked at them in anger as she pointed her hand yet again at them to her shock something behind her returned fire at the police she was in a war with. She turned around in confusion to see the dead White Fang members firing back at the enemy with decent accuracy. She turned her focus back to the police seeing them running in fear of the reanimated skeletons. "Get back up NOW!" an officer yelled as the prepared a defensive strike.

Cinder looked at Eliza a different look was in her eyes. "Eliza, I believe there was more to what you owed me." She spoke calmly as she began to grin. Eliza responded by walking toward her machine.

 _ **The flight back.**_

Winter looked at Filia and Carol with slight curiosity. "So, let me reiterate what the two of you just told me. You two claim to be from a world without Grimm." She spoke the first part which Filia nodded to confirm her summary. "However, there are a select number that are have accepted creatures called parasites that have unique abilities." Carol nodded on the second branch. "But all of you live in fear of a monster called the skullgirl."

Samson grinned a little as he spoke "Yeah that sounds about the gist of it." Then He yelped in slight pain. "Wow easy kid." Samson spoke sternly toward his host.

"You're the one who got tangled up in the fight And I don't have a brush." She spoke calmly as she moved her hand through him again like a comb. Winter dug into one of her bags and pulled one out to hand her. "Oh, Thank you." Filia nodded as she grabbed the comb to try to straighten out Samson.

Winter sat there watching Filia brush her hair with curiosity. She then looked at Carol. "You infected to?' She asked as Carol had a strange look on her face.

"Huh?" She asked looking confused as if she had not heard her. "Um, yeah dual infected." She quickly responded half focused as she began to look out toward Vale as they closed in. She seemed way to interested in the city she just caused havoc a few weeks ago.

Winter glanced at her coldly "Is there a problem?" Winter asked making sure Carol was not about to do something in destructive.

Carol stayed quiet looking at the town they were approaching on. "Why?" she mumbled just loud enough for Filia and Samson to hear her. She closed her eyes as she slowly strapped her mask on. She reached down and opened her case that all her blades where strapped into them. Filia watched curious as to what was going on.

Winter watched more concerned she was reaching for the remote that controlled the explosive brace on her neck. Her eyes as cold as when they first meant.

"Winter" Carol spoke up catching her off guard. She eyed her as she noticed them pass a gate tower that would be used in massive Grimm extermination if needed though the towers had laid dormant for centuries. Carol had tears coming out of her mask "I'm sorry. But I can't ignore it."

Winter raised an eyebrow as she went to ask however Carol slashed through the side of the ship and jumped out landing on a building below. She went to push the detonator to find Samson's lochs wrapped around her arm. "What is the meaning of this?" She angrily demanded looking at the two of them.

"I don't know what got into her but it is out of character for her to do this." She spoke quickly trying to fight the fear in her voice. Suddenly her scroll rang, she lifted one of her arms into her pocket and pulled it out curious as to who it was. "Hello?"

"Filia!" Ruby's voice came from the device almost frantic. "You won't believe this but Peacock and her team has gone nuts." Her concern made Filia raise an eyebrow. "Okay start from the beginning."

 _ **The beginning.**_

We were in Professor Peach's class I was not sure where Filia went. I guess she was trying to save her friend from Atlas' trial. His class was again just another one of his adventures. My sister Yang short while ago seemed to get a message from Filia though it looked like she was trying to message me over her.

I went back to my journal to notice a rustling to my left the other New Meridian students were here. Peacock seemed to be bored from the teachers lecture. Same could be said for Cerebella a dark-skinned circus performer that was reading her textbook to some degree. I could not see what Nadia was doing.

The rustling was coming from Peacock as her friend and parasite Avery was on the desk with a weird meter in his hand whispering to his boss. I tried to listen in but it seemed to be hard to hear anyway.

Thirty minutes went by wen suddenly she stood up with the rest of her team. "Sorry fellas but I gotta go punch in." She gave a slightly disturbing grin to show off her bear trapped teeth. "I gotta fight with evil." With that she jumped over her desk and dashed to the window the other three in hot pursuit.

I looked at Yang, Wiess, and Blake in confusion. "Did we miss something?" My sister asked. To which no one got a good idea for her sudden run out of the room.

"You know we could ask Filia she may know." Blake calmly suggested as she looked at the teacher's almost confused look on her face.

"We need to follow them." Wiess spoke up "We don't know what they will do if we are not watching them." All of us seemed to agree with that idea.

 _ **The ship**_

"Thanks Ruby chase after them I think I know what is going on." Filia spoke as she hung up. She looked back at Winter who was stilled looking at her while wrapped up in Samson. "Look I'm sorry about doing what I did but I need to save her from what she is going up against." Winter was still glaring at her angrily. She couldn't say anything though because Samson had gagged her. Filia looked at Samson with a look of annoyance before looking back at her. "I need to go. We'll return to Beacon, mark my words." She stated that in a promising tone as she grabbed Carols detonator switch and fed it to Samson. She then jumped as Samson let go of Winter.

Winter stood up and looked at where the Filia fell to see she landed on a rooftop in hot pursuit of Carol. She grabbed the radio close by to contact the battalion at Beacon. "This is Winter. Carol has gone rouge last seen heading for the warehouse district." She watched the two run as she left toward Beacon.

 _ **The Warehouse**_

The police have had a hard time dealing with their fallen comrades to a point drones had to be called in. The warehouse had been put into a warzone like state. The mysterious woman that had showed up seemed to have a terrifying Semblance that had never been seen before, Literal reanimation of the dead. Many of the corpse where just bullet sponges not even affective zombie ratification techniques like aiming for the head was working.

One officer had been position over ran causing him to panic. A skeleton was about to finish him off when a giant metal blade slashed through its hand followed by a fist strong enough to shatter the helmet's face guard. The officer looked at his savior in horror realizing it was the woman from the few weeks ago.

She seemed uninterested in him as he saw the barricade. "Did this all originate from the warehouse?" Her voice was graveled almost like she had a sore throat. The officer nodded trying not to provoke her. She looked forward toward the horde. She jumped into the small army as she made short work of the zombie creatures. She entered within minutes of stopping the small horde on her own. A small army consisting of eight students in Beacon uniforms came dashing past into the warehouse after the woman in her mask.

He stood there confused looking at the warehouse go silent. He heard a thud on his police car. He turned around a new female had landed on his car. She was looking at the trail of bodies before her red eyes caught him in her gaze. "Oh" She spoke in shock as she looked down at the car. "Sorry." She dropped down and began to run into the ware house.

The officer stood there in a confused state of mind observing the mysterious people that passed him. He pulled his radio from his car. "Uh, Dispatch. You are not going to believe this."

 _ **The ware house**_

Team Rwby had chased down the other members of the Avery unit to guarantee the three did nothing stupid. Wiess snuck in from the left to get a good view of the area. Yang came from the right. Blake took the ceilings as Ruby crept from behind. The four snuck around the ware house for a few minutes until they heard a peculiar cry.

Ruby looked through a crevasse between crates. A woman in a red dress was floating in midair, blue fire emanating from her back. Behind her next to a weird machine was a woman in a black dress and gold linings. "(That must be Eliza.)" She concluded silently as she watched the next few events unfold.

The woman in Red looked at them grinning menacingly. "So, you are who they send to challenge my power?" She scoffed as she looked at them.

Peacock tilted her top hat downward looking at her. "This ain't good fellas, she is definitely corrupted. Though she ain't the real one." She was reaching for her revolver incase things get dicey.

"Wait there's a way to tell?" Cerebella asked curiously. Her massive arms were cracking their knuckles getting ready to fight the mystery woman.

Carol never turned to face her but she did answer. "Yeah not an easy one. Her power is dropping fast, I'm guessing it was just a blood injection." Carol shot several spikes out of her body to build up her own anger. Peacock on the other and looked at her in confusion.

Ms. Fortune sighed with relief "At least it is not the real deal."

"Enough of this get'em girls." Peacock yelled as she signaled for a tiny bomb to come out of nowhere.

Eliza watched the fight with amusement until a presence caught her sixth sense. She dodged as a series of black tentacles slammed down next to her. She recognized it immediately to be from Filia. "Well Samson you ready to accept me as your true host?" It was hard to tell if she was taunting or being sincere.

Samson's eyes glared at her as did his host's. "Like hell." He growled angrily as he began to extend his hair around Filia to boost protection on her joints. "You'll pay for what you've done." He stated in a tone of rage.

Filia nodded in agreement. "I cannot forgive a monster. Especially the ones like you." She took a fighting position to prepare for a fight.

Eliza smiled a little. "Oh, you poor thing." She spoke almost cynical of what has happened. "How bout I crush your skull in and take Samson by force."

Eliza fired the first shot by launching a series of blood bass right at Filia. She dodged her attack because Samson launched her and himself into the air. Samson taking a more defensive stance formed a hard insect like shell on her back. Like clockwork on Samson's memory of her tactics, the red balls came back at him slashing onto him and Filia. He quickly dried himself and his host off as the two ran straight toward her.

The two's momentum caused Filia to trip which Samson took advantage of by forming a hair ball and rolled at Eliza. The two were knocked of course because of a crate Cerebella threw at the woman in red and missed. The two crashed into a wall and where dazed from the hit. Eliza walked toward them slowly getting ready to drain Filia's blood when a sniper rifle round nearly blew her hand off. She backed off in shock as She saw a little kid with a powerful looking sniper rifle aimed close to her.

"Stay away from my friend!" She yelled as Filia shook the confusion off. She turned and Saw the kid and smiled in gratitude.

"Thanks Ruby." She yelled as Samson Grabbed Eliza in rage. His tentacles were trying to crush her. In an attempt to escape, Eliza formed into a liquid puddle and went through his grasp. Her skeleton reappeared and began to slash out at Filia Samson was her only goal it seemed since she ignored two other sniper rounds this time around. Filia ducked under one of the skeletons strike then kicked it into the blood puddle it came from. Eliza's skin reformed quickly as she tried a different approach by forming tow blood sculptures that jabbed at Filia sending her into the sky. She was about to lay another strike when the woman in red rammed into her crashing the two at the foot of the machine.

Eliza stood up and looked down at her accomplice. She could tell she used to much of the energy she gave her. "Well Cinder, what did you think of your sample?" She asked certain she already knew the answer.

Cinder's eyes opened, her pupil returned to the yellow glow they originally where. "Need more." She urged as she got back up. Eliza just grinned as she gestured toward the gateway device.

"SOMEONE STOP'EM!" Peacock yelled as she fired at the escaping enemies. With no luck.

Carol began dashing at them trying to catch up but was easily falling short on the attempt. Ms. Fortune could already tell that none of them would reach her in time Cerebella lifted another crate with Vice-Versa's hands and threw it barely missing Carol. And came crashing next to Filia.

The two went through the device before blowing up leaving no way of chasing them. Filia walked up to it as well as the others in the warehouse. "That can't be good." Yang stated as she looked back at the front gate where an army of Atlas drones had surrounded the ware house.

 _ **Ozpin's office**_

Ozpin, Winter and Ironwood were looking at the five New Meridian transfers waiting for an answer. From what they could read Carol was ashamed she ran, since it affects her fate.

Ozpin looked at them before speaking. "First off I need to commend you for your bold actions today." This got some of their attention. "But now I must ask, what is it exactly that happened?"

The five girls looked at each other deciding who would explain it. Ms. Fortune looked back at them during their discussion before continuing it. From the mumbling, it seemed the two candidates where Fortune and Filia. Ms. Fortune approached the three heads as the others went back into a different position. "The woman that was flying around with the blue fire was only a sample of the threat the people in our world live in fear of."

"You mean the Skullgirl?" Ironwood asked for confirmation. Which was confirmed very quick. Winter looked at them with concern. Ozpin handed her a file report of information with the Skullgirl page marked. "What do you mean it was just a sample?" was his second question.

Peacock walked toward the desk as Avery prepared a slide show in a projector. "Exactly, It's simple. There is no way n hell that was a skullgirl from our world." She confirmed as Avery placed a green check mark on the overhead. "Fer starters, she was too powerful to be one." Ironwood and Winter looked at her confused. "Current projections say she'd have the power this one presented sometime next summer."

Winter still reading Oobleck's research notes looked up. "Then why was she stronger than the one today?" Peacock shrugged as she walked off hands in her pocket. Carol's face however lite up in realization.

"Blood!" She yelled catching all of them off guard. Peacock looked at her as she did in the ware house.

"Whad you goin' on about?" She asked getting annoyed.

Carol looked at Peacock. "I'm saying she was injected." She stated before looking back at the others. "It's no different than the early lab zero experiments. Back then they thought creating their own monsters or super soldiers we could destroy it for good." Peacock looked into the air where Avery nodded in agreement looking down at her face. "I'm guessing it was the last one's blood she was injected with."

Ozpin looked at them. "So here comes the most important question." He paused as the others looked at him. "How did she get it?"

Filia looked at Samson who was thinking the same thing. "Eliza." Samson stated. Confident in his answer. "Problem with the theory is the Scarlet Scourge almost never gets her hands dirty if possible." He closed his eyes to think.

"What about the person we picked up at the Atlas base." Filia suggested "If I were to guess, I think the woman in the red dress was working with Eliza. Could be possible that she had him under her payroll to like you said." She concluded her thinking only to have Samson give a low-key hum that suggested he could see the idea being possible.

"Regardless" Cerebella stepped up "We all know why they went to New Meridian."

Ozpin nodded in agreement. "Indeed." He looked toward Ironwood. "I believe I will be leaving soon General." He calmly remarked.

"Then I shall accompany you." Ironwood responded. Winter looked at the two in confusion. "Ozpin has been wanting to communicate with this world for alliance purposes. According to Filia, it is likely."

Winter though hesitant looked at the two. "Do you wish for me to watch after your ship while you are away?" She asked Ironwood who nodded in agreement.

"Filia" Ozpin spoke up. "Tomorrow inform your team, JNPR, that they will be leaving on a very daring mission into unknown." Goodwitch who was listening from a distance looked at him with a glare. "With all respect Glynda, they are heading to a world with no Grimm I doubt there will be too much trouble." Unnoticed to him however all the sentient parasites did a minor gesture suggesting it was not true. Goodwitch reluctantly nodded as Oobleck dashed into the room.

"Are we heading to New Meridian?" He asked enthusiastically. Ozpin nodded "By Jove I will accompany you at once. So much to pack for I shall return in a moment." He dashed out of the room as quick as he came in.

Cerebella watched wide eyed before looking at Ms. Fortune "When isn't he like that?" She asked her to point her thumb to the door. To several peoples shock the two actually were snickering together.

"Well I believe we have a plan now yes?" Ozpin asked looking at them. "I think its best you return to you return to your chambers and get some rest."

Peacock looked at them grinning. "I'll contact ASGL and tell'em to open our gate." She said leaving. The others followed quickly as Ozpin stood up to get his own supplies ready.

 _ **The dorms.**_

"So, what got into the New Meridians?" Jaune asked Ruby as the eight where sitting in the extended dorm Rwby had.

"It was some kind of crazy monster they called the skullgirl." Ruby said. "They bring it up a lot but I see why after today." She was still slightly scared from the way that woman looked with that power.

The door opened as Filia entered. Everyone gathered around her. She looked slightly startled. "Um, something wrong?' She asked cautiously.

"What happened to Carol?" Pyrrha asked looking at her with concern.

"Nothing they said her task was done once they found the dead bodies in the warehouse." She responded before counting who was in the room. "We can't celebrate though Ozpin gave us a big mission." She attempted to redirect the new mission they had which worked shockingly. "Team JNPR, Avery Unit and our team are about to do a very daring mission."

Ruby's silver eyes widen in realization at what that meant. "You don't mean?" She asked about to go into a self-induced sugar free energy surge. Filia closed her eyes as she nodded. She turned around a very peculiar shine in her eye. The kind that is in the eyes of a young blooded adventurer. "PACK YOUR BAGS TEAM, WE'RE GOING TO NEW MERIDIAN!" She yelled excitedly from the top of her lungs.

"Will you keep it down?" a voce could be heard from the other side of a wall.

"Sorry" Ruby whispered as the rest of her team went to sleep.

Filia stayed up for an hour after they all fell asleep. "At least we get to go back home right Samson?" She asked looking at Remnant's shattered moon for one last time.

"Yeah kid, but admit it. Your gonna miss this dump." Samson spoke his usual brand of sarcasm which Filia giggled at. "You get some rest I feel tomorrow is going to be one hell of a trip."


	21. Homecoming

_**Hey lot, CGD here again, I'd like to say we have officially started act 2 (three however you like to look at.) I apologize that this chapter is on the short side but things got busy for me. What this means is my releases may be slightly more varied though I will still try to aim for at least eight-ten pages a chapter.**_

IronWood stood still slightly annoyed with his situation. He walked in front of everyone to give an update on their situation. "We are all gathered here as not just two nations, but as two worlds. The very worlds we live in now are under a verge of crisis that neither will know exists." He was coming off as very stoic in the matter he spoke many of his peers were feeling inspired by his opening. "We are the only ones who know of this and no one will believe us if we told them, so it lands on us to stop the two threats of our worlds." His face got annoyed as he looked at his surroundings. "And we are here, in an alleyway."

His scan showed that his small speech did not stir much emotion amongst the team being sent. Ozpin was going over some final articles and theories that Oobleck had made based on interviews with the Avery unit which were more informative than Filia. The Avery unit varied on person Nadia Fortune was playing catch with her arm and her head. Peacock was trying to get in contact with the other side while Carol sat quietly with Filia waiting for the rift to open.

Team Rwby for the most part was waiting with team Jnpr for the rift to open. Ironwood was very much angered at their lack progress to say the least.

"Would ya cool it?" Peacock spoke angrily as she pulled out a heavy looking box with buttons on it. "It ain't easy tryin to dial an alternate relm." She pushed a few buttons as she held it to her cheek. "Avery find the two-way transmitter." She ordered as Avery dove back into her hat.

She put the phone into a black hole annoyed at her miniscule results. "Ugh, this'll take time." She said looking at her next device she pulled out. She placed her top hat to the ground and began to measure an antenna that stuck out like a technological flower facing it toward a burn mark on the wall. "Alright P. today's Thursday meaning Big Brass is gonna be getting pizza at Oregano's so." She dialed a few numbers only to hear a scroll go off behind her. She winced in anger as it went off. "Pretty boy, turn that thing off." She yelled as she tried again. "Hey Oreg, Windpipe there?" She asked through the static. The answer was heavily distorted by Avery grinned a little. "Tell'em I need the rift open. He'll know what it means." She hung up a sat on a dumpster lighting a cigar as she waited.

Ironwood looked at her in disappointment. "Is that all you could do?" he questioned Peacock annoyed at her progress.

Peacock puffed the smoke from her nose as she looked at him. "Yep, Tommy and Andy are guarding a small diner crosstown and Lenny is a fatass who can't move." She inhaled again. "We have to rely on the other ASGL members to pick up."

An hour went by with little unchanged though Yang and Nadia were in the middle of a pun contest. It got to a point Filia and Carol stood up and left for a coffee bistro close by in their wait. Sure, enough their patience pulled through as the gate opened at noon. Peacock looked at the group "Alright listen up!" She yelled to get their attention "This portal is going to be discomforting so be ready for it."

As they entered Filia stopped and looked back at the all too familiar alley before walking in last.

 _ **The abandoned lab**_

Ruby felt her insides in the rift turn inside out as she was transported between worlds. What felt like hours was mere seconds she could hardly hold her insides in as she looked at everyone else. Most of them had the same type of face. She turned to see Filia exit the portal as it closed behind her. "So, this is New Meridian?" She asked slightly exited though queasy. Filia nodded as the group looked around. No one was in the area with them to their shock.

Peacock noticed a wire on the panel she left several months ago. "Must have made it control at a distance." She said looking at the exit door in shock. "They blocked it?" She questioned as looked toward a newly reinforced metal door Filia broke into little under half a year back. "Well this is great, were locked in."

Carol as Peacock began toying with her radio again approached the reinforced door. She looked at it slowly building up rage inside herself as she pulled her make over her face. "OPEN!" She screamed as she slammed the door hard enough to dent the door. All of them looked in shock when they saw the dent's size. It looked as though Cerebella saw method to Carol's rage as she walked toward the reinforced door and began to join her in punching the door.

Ruby watched in shock as she noticed Filia off to the side talking loud enough that only Samson could hear her. Samson seemed to be talking back with her with what could be called unempathetic which he was like many months ago when the two first meant. Filia however showed a different face, concern. What they were talking about may be involving a problem that needed to be addressed. She walked up to the two of them which quickly caught their attention. "You okay Filia?" She asked noticing her face was caught up in a look of surprise.

"Uh, nothing." She responded quickly clearly trying to hide something from her. "I'm just trying to figure out what we will do for tonight's dinner." She was hoping that would satisfied her.

"Um, where would you recommend.?" Ruby seemingly ecstatic to see the mysterious city. Her eye's widened when a plan came to mind. "How about the Mad Man's Café you brought up?" She suggested which made Filia and Samson almost drain of color.

"Yeah that's an option We'll look into it Red." Samson spoke up before Filia did something stupid. "Hey, looks like Blake over there is troubled best our brave leader investigate." He said which quickly made Ruby turn to notice Blake looking cautiously around the area.

Ruby dashed off as Samson looked at Filia. "Great now they think we could afford sixteen people. How the hell are we going to do that we're broke." Filia nodded as the two watched Ruby check with Blake.

Blake for the most part had been talking to Pyrrha since the two have felt strange for several minutes. The two notice Ruby approach looking for someone to possibly entertain her. "Hey you okay Blake?" Was the first words out of her mouth and it took her by surprise. "Samson noticed you seemed distraught."

Blake nodded a little looking at Pyrrha "Do you fill like something is off?" Ruby looked at her curiously which means Ruby has not noticed it yet. "Like something is missing?" giving a hint toward her.

She stopped and looked at Blake she seemed normal. "(could she mean internal?)" she asked herself through her confused thoughts.

Pyrrha asked herself the same question that Blake gave it did feel like something was missing. Even Ozpin, Ironwood, and Oobleck seemed to be aware of it. As for Wiess and Rin seemed to have an idea as to what Blake was talking about "Actually Blake now that you bring it up. I feel like something is missing or turned off." She responded as she looked at the Avery unit watching their door progress none of them seemed affected from whatever it is.

"Hey, I can make quick of this go faster." Yang spoke up getting several people's attention. "Nadia, I need to be injured a little."

Fortune looked at her confused. "What your Semblance one of those berserker things?" Yang nodded to her answer. "Okay let's see if you're up to scratch." She said getting into a combat pose.

Within several seconds, Yang was on the ground covered in cat claw marks. All of team Rwby surrounded her watching in shock as her injuries didn't begin to heal. Yang got up looking at Ms. Fortune slightly surprised. "You must hit hard you chewed through my aura like it was nothing. She responded in shock.

Ms. Fortune looked at her confused "I only did several minor scratches. They couldn't even harm a Grimm." She spoke up shocking the group.

Ozpin raised an eyebrow fascinated at the turn of events. "Ms. Schnee." He called out wanting to continue his current theory. "Could you use your semblance please." Wiess looked at him and nodded.

Wiess went through her normal movements when creating the Glyphs, she used in combat. To her shock however, noting happened when she completed the movement. She attempted them again several times to no luck. Ruby began to see veins form on her head as she continued to fail at creating the glyphs. She Was clearly getting angered at the lack of her abilities. Blake followed in her footsteps testing her own abilities. Not very surprising Blake did not form a shadow duplicate. Many of team Jnpr watched in confusion at the revelation regarding their ace in a hole should push come to shove.

"This makes our mission a lot more dangerous." Ozpin spoke very concerned realizing that Eliza and the girl in red that day unlike them have powers that somehow worked in their world through a cosmic force or parasitic alteration. "Both teams Rwby and Jnpr I strongly recommend you are paired up with someone from this world for training from here on out." His voice had that of a tired general when giving orders all of it for concern of his troops. "They have the most experience with this world making them an asset when tracking down the two from the warehouse. Me, Ironwood and Oobleck have other matters to attend to while we are here."

Yang groaned in annoyance. "Aw man this stinks." She grumbled to herself shockingly getting the support of Filia ho just patted her on the back.

A loud thud made the room go quite as they turned to see that Carol and Cerebella finally managed to knock down the metallic door. While Cerebella was fine Carol's fists where red with her own blood. Her skin however, was showing signs of healing extremely fast. She did not seem all too concerned with her hands conditions as she wrapped them in some bandages Oobleck gave her. The group traveled through the tunnel system past several grates.

Ruby looked at the water flowing through confused at what they were in. It did not take long for the foul stench to tell her exactly where they were. the group was traveling through a literal under belly of New Meridian, a sewer line. She plugged her nose in disgust as her face turned a little green. Samson who was looking right at her which he found to be amused from her reaction. Ruby simply pouted since she could not do much to him.

The lot eventually passed by the remains of a crater that had part of an elevator sitting halfway in the water. Filia and Samson froze for a minute looking at the half-submerged box with a slight wince at what they had caused. Blake noticed and looked curiously though Jaune was the one to ask.

When he saw the Elevator, he looked up noticing a hole in the ceiling. "The people must not have good building codes." He said as he looked around.

Filia turned red a little. "No, it's not that, we caused it." She said looking at the damage more. "This was how we found the place the night we were chased into your world." Her tone was hesitant as she walked onward.

Jaune and Pyrrha stood there with a look of surprise at this world. "Hey Pyrrha." He spoke up making her look at him. "Do you think we are cut out for this." He asked watching the group leave them behind. She nodded as the two went to catch up with the group.


	22. A Night On The Town

Big Band was sitting by a manhole waiting for Peacock to get them out of the sewer. He took what he knew of the Magnum opus of The ASGL to guess which cover she would exit from. Surly enough he sat there watching the cars move by on the street waiting for the cover to twitch. This kind of job could get boring especially since this could be regarded as a steak out for less impressive terms. Another truck moved through the fog blanketed street. It was not expected but this autumn fog was not the friendliest to travel in. Never know what freaks were in this city's rotten underbelly. One night it may be just some beatnik the next a close encounter with the Skullgirl.

The manhole rattled catching Big Band's attention. He approached cautiously as is wind-piped respirator took in a heavy breath. "(Well let's see who it is.)" The Manhole rattled more violently something was trying to come out of it. Soon it was shot into the air by what looked to be a spring-loaded boxing glove. Big Bang took a step back in shock as the glove came out. It eventually began to retract into the hole as a familiar brown top hat began to surface.

Peacock poked her head out as Avery comedically made a periscope come from the top of her hat as he began to eye around. She herself looked into the air to track the manhole cover. She spotted it as it was close to the ground. Luckily a giant orange hand caught it as a brown skinned woman dressed as a clown came out dropping the cover off on the side of the manhole. She looked down at the hole suggesting there were more. "Coast is clear you guys." She yelled down. She turned noticing Big Band. "Oh crap, False alarm Fuzz is here." Her voice had panic.

Peacock looked at her. "Easy Acrobat, Big Band ain't with the force anymore." Cerebella as Big Band recognized her saw that she was panicked but she seemed to settle down.

"What Vaudeville here said is true. But if you're achin' for a fight I am still young enough to knock you down a few pegs." He responded to Peacock as the two eyed him eagerly. Big band noticed Ms. Fortune come from the sewers which is ironic since She often stayed away from underground areas. "So that's why Peacock asked about you. He said as she looked at him."

Ms. Fortune looked at him perplexed by the person in front of him. He looked familiar but why was the question. "Yeah it has been a while. How goes the case." She asked cautiously.

Big Band rolled his eyes. "Nadia, about two weeks before you left you began to work with a detective in the NMPD. He used to be my old partner. You tried to throw me in the water." He recited the last time they meant. Which Made her look in the air trying to recall said event.

"No, I recall attacking a Medici grunt. A dumb one at that." She lied trying to make the walking trench coat not arrest her. Carol came out of the manhole lifting her hand down to pull the next one up.

The next one was a black-haired female in a New Meridian High school uniform. Just a look at her eyes could tell Big Band that she was infected. She looked left and right as her hair moved in the small breeze. It looked as though she was trying to get her bearings of the area. She froze up the moment she saw Big band however recognizing him. That was when her hair began to move taking a combat pose angry with him for no reason. The aggression was cut short when a grunt came from the hole.

She turned around to help the person up. It was a kid younger than her. She wore a black dress and a red cloak. She had a weird device on her back. She stood up looked left and right giving Big Band a good view of the flower buckle on her belt. The Short haired girl looked back at the student. "Wow this place is huge. Where are we going first?" She asked extremely hyperactive. The girl that helped her out calmed her down as Her parasitic hair reached into the sewer as a girl in White got wrapped in its tentacle like appendages.

"Finally," She said relieved after looking over her fencing dress. She noticed Big Band and froze completely in fear. "What is that?" She asked staring at Big Bands massive size. Simply put he looked like a giant music instrument in a trench coat. He looked at her though because of the pale grayed eyes. They looked tired but still willing to fight. He didn't give a very friendly vibe.

Peacock looked at her. "Well Snow White, this here is Big Band. Best detective of the ASGL though a lot call him Detective Sax. Often to his dismay." She spoke with a very devilish grin on her face. Her bear trapped teeth were not helping either.

Another black-haired girl looked came poking her head out curious to see the towering skyscrapers. She took a minute to take it all in Her bow twitched however as a train moved by causing her to look in the direction of the locomotive. Big Band noticed the bow twitch however. "A feral, huh?" She looked at him seemingly in surprise like it was the first time being called that.

Peacock tugged on his trench coat "They prefer to be called Faunas." She whispered in his ear as he bent down as much as his robotic body would allow.

He stood back up nodding and gesturing a form of apology as a Blonde female came poking her head out grinning as big as Peacock. She was a lot more built in comparison to her other cohorts. She seemed just happy to be here from what she can tell. She looked directly upward getting a good look at the moon. "Aw" She groaned with disappointment "No fair your moon's not broken." She spoke jealously as she continued to eye the giant yellow object in the sky.

She was pushed out of the way when an orange haired teenager pushed her to the side camera in hand as she began taking a handful of pictures of the area Yelling "What's this over here? No, that over there?" It seemed the infected parasite one sighed a little making him guess she had a long history with her. A calm and collect male came out in a green combat robes looking around as he exited. He seemed to notice her and almost instinctively went to calm her down.

A Red-Haired Girl dressed as an ancient gladiator was next. She looked to be the most combat adapt of all the ones he had seen so far. She looked at Big Band slightly curious before speaking. "Greetings." She spoke in a very clavier manner "My name is Pyrrha Nikos." She bowed politely "We welcome you from the world of Remnant. Are you by chance Peacock's contact?" She asked curiously.

"It is smooth to meet you Ms. Nikos. Name's Big Band. Detective of the Anti Skullgirl Laboratories, Lab 8 division." He returned an interesting form of greetings as he turned to look back at the sewer. Pyrrha turned around remembering something reaching in and pulling out a scrawny Blonde haired boy in a breast plate and a sweater. "An acquaintance I presume." Big Band asked looking at him. The kid looked at him terrified

"This is Jaune Arc, leader of team Jnpr." She responded still smiling.

Jaune approached cautiously "Um, hi nice to meet you." He spoke now realizing how big Big Band was. He easily towered most of the people there. Jaune did stick his hand out to shake but He didn't budge.

"I would if I still had them." He spoke calmly. "But they got replaced by military grade hydraulics. Even on lowest setting they could crush your entire hand easily." Jaune quickly withdrew his hand finding that the facts he just heard. Peacock was laughing hysterically as he slowly began to hide behind Wiess. "I'm not your enemy if that's the groove you're getting." His voice may be speaking the truth but his presence was a different story.

As the entire ordeal with Jaune happened a Silver-haired man with tinted spectacles approaching middle age was standing calmly with his cane in hand. Beside him was a skinny man in full moon glasses writing franticly in a journal it looked like he was about half way through it and his bag looked loaded with many more. The other side of him was a large chested person with Black hair though it was whitening near the edges. He looked as if he was in a military uniform of sorts. He could tell what he was, military.

The man in the middle approached calmly. "Greetings, I'm professor Ozpin." He stopped when he saw Big Band take a defensive combat pose. His eyes narrowed on the sudden hostilities. "I have brought with me two teams from my school Beacon Academy." He gestured at teams Jnpr and Rwby before continuing. Behind me is General James IronWood of the Atlas military and Professor Bartholomew Oobleck, a teacher from my school." Big Band's stance dropped a little though he clearly had his guard up. "We have come to try to talk peacefully between the Ruler of the Canopy Kingdom as Ambassadors of the world of Remnant."

Big Band stayed quite before dropping his guard to normal levels for a seasoned detective. "Alright. Please follow me and theatre short over there." He ordered as he turned around.

"Hey!" Peacock yelled "Who you calling Short Windbag?"

"You if you don't get moving the rest of you are not going to fit at ASGL headquarters so go about your business." Big Band walked off cautiously looking at the streets. The four people in tow behind them. He stopped turned around noticing Carol still with the other group. "You coming Painwheel?' She shook her head. He nodded as he turned around leading Ozpin and the small party behind him.

Ms. Fortune turned to look at their small party. "Now that we lost the grownups What should we do now?" She asked slightly curious

Cerebella quickly glared at her before changing tones "Can't I have some people to meet with." She spoke quickly. "I'm still helping with Eliza so I'll find you when ready." She yelled that as she ran off toward what looked to be the tallest tower in New Meridian.

The entire party heard a low toned gurgle. Filia began to turn red embarrassed. "Excuse me." She apologized while the others all looked at each other.

"Hey team." Ruby spoke up. "I think it's best we get some food." Her though was unanimous with the rest of the party as they all nodded their heads in agreement. "Filia you're our expert here. where do you recommend?"

Filia froze up as she turned a lighter shade of red. Samson who would normally back her pretended to fall asleep to her annoyance. Nadia however realized her problem. As she was famous for, the homeless amnesiac. She sighed a little as she stepped in. "I got a place." She spoke up trying to come off as friendly "Trust me, they owe me quite a bit." The two teams looked at her as she gestured to follow.

Ruby however sensed something was wrong. She walked up toward Ms. Fortune who seemed to be on a one-track mind toward where ever she planned. "Hey Ms. Fortune" she whispered as she continued forward. "Why did you butt in?" She asked before turning to see if the others could hear her she was certain they were out of ear shot range.

She looked back at Filia who was not seeming to pay attention. "She must have told you very little about her life here." She said looking back forward. "You know she has no memory of who she is right?" Ruby nodded. "And I'm guessing when you first met her she was wearing something to hide that parasite." Another head nod. "Well hiding the fact your infected is not an uncommon practice. When I saw her several months after she said she was infected she was homeless. No orphanage does to her age would take her in and the parasite was a disadvantage of ever finding work. For her it is worst, Samson as he is named has a long history of public disturbance."

Ruby's eyes widened "You mean?" Nadia tilted her head up and down as she gestured for them to turn right. The road went from refined concrete to brick. "Filia is homeless?" Ms. Fortune nodded her head. Ruby looked back at her. She seemed preoccupied with Samson at the moment. She could only feel sorry for her as her actual mystery grew. "No memories, no home, her only were the clothes on her back." She muttered.

Nadia looked around. Noticing the area begin turn into a more harbor based area. "We are close to the aqua slums." She said smiling. "The placed I had in mind is a few blocks ahead."

The group walked for another thirty minutes looking at the interesting spires that came out from the waterways. The place looked like a china town due to the hanging lanterns several walkways strung above them as the navigated the consulted mess of wooden walkways. Blake looked down to see a few small boats that had the words taxi on them. "Water taxis?" She asked confused at the multiple yellow boats traversing the waterways below.

"Yeah there are more during the tourist season." Filia responded as the two suddenly noticed a train move by in the distance. Even farther behind the train bridge was what looked like a heavy build dike. "The walls there fill up with salt water at night due to the tide they have been working on that for a few years now but they have got a lot of resistance." She explained noticing Ms. Fortune had turned to go down a flight of stairs.

Yang looked around curious at the strange sights until they began crossing another bridge. She noticed that the water was close to the bridge which was actually populated. They must have crossed onto a main road. She looked around noticing the people in the area. A lot of them looked like aquatic faunas from their world except more animalistic. Even more so than the most fauna like feral she meant Ms. Fortune. She noticed a good portion of the people here also seemed to have either a more amphibious or reptilian form to them.

"Over there that's where we'll eat." Ms. Fortune shouted looking at a medium sized spiral that had restraint on the same level as them. "Come on this way." She waved her hand toward them as she began to run down the wooden dock like road.

Filia sighed catching Wiess' attention. "Leave it to a cat to pick a restraint in Little Innsmouth." She said looking at Wiess. "We need to hurry." She said as she began to chase after them. Wiess on the other hand turned and looked at the shop. "(We are completely defenseless without aura and we lack an edge if we get into a fight and they want to think about food.)" crossed her mind annoyed at her team's lack of concern.

Nadia stopped the group before entering the shop. "Okay first let me talk it out with them. I'll let you know when it is okay." She said very sternly. Turning and looking at the shop entrance. She began to walk in.

 _ **Dak'kull Dubu**_

Most of today for Minette has been the usual. Few customers, tide comes in bringing Dragonians for lunch then dies down after the dinner rush. She decided to begin cleaning the tables when the door rung signaling a new customer. She looked toward the clock realizing that the shop was closing in about three minutes. She sighed not wanting to deal with the pleading but since Ms. Fortune disappeared Yu-Wan had been closing the shop early so she could leave without dealing with Medici grunts that have been bothering her.

"Sorry, we will be closing soon." She spoke up continuing her polishing of the table.

"Aw, that's a shame." The voice called out. Minette's eyes widened in shock recognizing the voice. She turned around to see a cat feral in a blue short shirt and Shorter shorts. "Cause I have one heck of a story to tell."

"NADIA!" She shouted excitedly as Yu poked his head as well as most of his body from the kitchen. He let out a welcoming smile as Minette pulled a chair for her which she quickly sat in. "Where did you go?" She asked excitedly.

Ms. Fortune snickered a little. "Let's just say even I can't believe it. I can tell you all about over dinner." Her stomach growled. "I'm getting a little hungry."

Yu seemed to be happy to see her again but a bunch of peering eyes through one of the shop windows caught his attention. "You know the humans out there?" He asked looking at them still when all of them except a black-haired girl with a bow and a blonde boy with a look of pure shock on his face.

Ms. Fortune tilted her head back realizing who they were. "Oh, right those people are proof of the traveling I did. They are new in town but they can vouch for a lot." Yu was nodding his head in full focus as she spoke. "You may know one of them. Parasite infected, she comes around here every so often looking for food or work."

"You mean the beggar?" Yu clarified.

"I wouldn't call her that." Nadia spoke up as she looked back at them "A more accurate description is she was the one who funded the end ever."

Yu looked at Minette who seemed to be willing to work over time since a friend had returned. "I guess I still owe you that meal." He sighed as he looked at them. "Minette get a few tables ready." She nodded as she got to work. Nadia turned to leave the place getting their attention.

When she reentered, she was followed by a girl in what looked like roman infantry. An orange haired woman in a biker jacket followed by a student in a green martial art uniform Yu did not recognize. The last one in was a blonde kid that had knights armor on as well as a black hoodie underneath.

Behind him was another team. A blonde girl that looked as though she wanted to go sightseeing. A well-dressed girl that was clearly from an aristocratic branch of life. A black-haired girl that was wearing a bow in her hair. Her eyes widened when she saw Minette and Yu. The last two in was a girl in a red hood and the homeless parasite infected individual. He stepped back into the kitchen as Minette took their orders.

Blake looked at Minette intensely as she went into the back of the kitchen. She looked at Filia who was toying with Samson in her fingers. His eyes looked as if he was falling asleep from it. "Hey what is she?" She had to asked realizing she was different from Ms. Fortune.

"She's a Dragonian." Samson spoke up. "Some kind of half marine creature most of Little Innsmouth is populated by them." The two watch her come out and approach them. Blake got a good look at her noticing the leaf like structure that was being held like a pony tail. She was decorated in sea shells. Her skin was a light shade of blue with darker blue hair that turned into an orange fin. Blake couldn't tell if her arms were covered in clothes or a heavier set of gills.

"Um, Can I take your order?" She asked cautious noticing Samson.

Ruby looked at the menu curious. "Uh what do you recommend?" She asked realizing she had no idea what any of this was.

"The tofu bowl is good." Ms. Fortune shouted from the other table which Minette shook her head in agreement.

"Okay I'll try that." Ruby's voice was a little worried since she wasn't sure how to talk to the waitress without staring.

"I'll have what she's having." Yang blurted out as Minette was writing Ruby's order.

Minette went to asked Blake but she was cut short when she pointed to the tofu sushi. Minette seemed to chuckle nervously as she wrote it down.

Minette turned toward the woman in the White dress as Yu came out with some of the food ready. "What can I get you." Wiess looked at her rolled her eyes and pointed toward Ruby and Yang. "Not much of a talker?" She mumbled as she turned to give the orders to the cook.

Filia looked at Wiess. "Something wrong?" she asked seeing her continue with the same rich kid act she gave Ruby on occasion when disapproving of a childish action.

"Oh nothing." Wiess started sarcastically. "It's just we are tracking down a dangerous killer without access to aura or semblance." Filia tilted her head confused as Yu looked at her observing the meltdown. "How are we supposed to fight if our two biggest assets are not working?"

Yu looked at her interested. "I don't know what you're talking about Miss but you could rely on the crowd to build hype." Wiess looked at the Stout dragon fish person with confusion. "Nadia what did you girls call them again?"

She poked her head up interested. "You mean blockbusters?" She asked curious. Yu snapped his fingers as he looked back at Wiess.

"You mean that thing that Filia did in the cafeteria?" Yang spoke up looking at Filia who turned a little red. "If that is something from your world how the hell did you pull it off?" She asked looking at her.

"We didn't." Samson growled realizing he needed to get defensive. Filia nodded as he spoke.

"There was no way that was a blockbuster attack." She spoke "I was almost killed pulling that off." All of the Remnant travelers looked at her interested. "Blockbusters may make you exhausted but never like that. What you say was a caught up in the moment between me and him. Samson has a tremendous stockpile of food stored in himself to use in the day and for when he needs to find a new host." She took a deep breath as she closed her eyes. "Samson wasted his stockpile in that fight when we did that. I," She paused thinking of how to explain it. "Almost had my own energy siphoned that day."

Many of the table looked in shock. Wiess turned and looked at Yu "So how do these block buster's work?"

Minette looked at them overhearing them as Ms. Fortune was recounting her time at Beacon. "Maybe they should show you." She suggested looking at them. Both Nadia and Filia spat their drinks out.

"WHAT?!" The two yelled in unison.


	23. Blockbusters 101

Doctor Avian has been cooped up in his office for most the day. He tried to monitor the systems that normally were Peacock's job but since she left on a mission at Painwheel's forced request she has not returned to his dismay.

He sighed exhausted as he reviewed the schematics for a new project in their main mission to destroy the skullheart. A new parasite called Project: Shamone. He was against the project since it used the genetic structure of several parasites one of which was the Sekhmet parasite. About a month after Peacock left the director feared that she failed her mission boarded up the chamber and forced the plans and funds through the kingdom council to start the creation of what they regard as the super parasite.

His calculations were giving him some very unfriendly results. "This director's insane." He stated looking at possible simulations in the mainframe. An intercom went off to his shock. "Yes?" He yelled into it as he hastily hide the project's files.

"Hey Professor, It's Big Band." His voice came in through the intercom. "Peacock Back on the beat she may need a tune up though." He said as something heavy could be heard falling on to him.

"Can it Windbag." An angry child's voice can be heard through the intercom now as well as ruffling from what he guess was an unconscious Big Band. "Hey Doc, I'm back and I have a surprise for you." Avian could see the music notes in her voice with how she rang her voice. It meant she is extremely pissed or the mission was a success and on top of that it means that Project: Shamone could be put on a hold.

He left his office passing the system generator moving toward the elevator to reach the Avery Unit barracks or "the club house" as Peacock named it. It was a long ride up from the underground lab making the entire wait a boring one. He combed his hand through his hair as his own eyes gave signs of his own parasitism.

The elevator came in through the ground finally entering the facade building that Lab 8 was assigned to hide their research. It went up an additional three floors before it came to a halt He exited to see that the entire once cleaned safe house had turned into what looked to be a war zone with Big Band glaring angrily at Peacock and the rest of the Avery Unit backing her. Big Band had Hive, Leduc, and Ileum. Painwheel was off in the corner with three men he did not recognize. To his surprise, she actually had the leather mask off and fashioned like a bandana while talking to the three strangers.

Normally he would get introductions out of the way but he could tell all of the Avery Unit as well as most of Lab 8's living quarters are about to be demolished if he did not stop the two feuding sides.

"Damn it side show." Leduc yelled angrily. "You were not even back two minutes and your trying to prove yourself better than everyone."

"Hey, Don't talk to the boss dat way." A talking Anvil spoke up Avian recognized it as Andy, one of Peacock's trusted lieutenants.

"Ironic coming from the very definition of imaginary friend." Hive countered.

"Why I outta." Both sides got into more fierce combat poses.

"HEY IF YOUR GOING TO FIGHT EACH OTHER SAVE IT FOR THE SIMULATORS!" Avian yelled angrily at the two sides. "Patricia your shows have been recorded they are in the SGSS."

Peacock looked at him blank faced. "Really?" Avian nodded as he watched her. "Well why did ya say so?" She spoke happily as she and her team walked off in the usual happy attitude she gave to people.

Big Band approached him still angry. "Smooth groove doc." He complimented "Don't know what she was doing but she made a few friends." He turned to face the group Painwheel had her mask down over her face now. Guess she was expecting a fight to happen soon.

"I see I'll listen to peacock's story once the hostilities die down." Big Band stood there silently looking at him. "That'll be all." Big Band nodded as he signaled for the original Avery unit to follow him. "(Must be his turn for going out hunting. Hopefully he will have new leads.)" He turned his attention to the three strangers and a unmasking Painwheel. "You are dismissed experiment eighty-four." He spoke up only to get an unfriendly glare from her. She got up and trotted off as she went to the area they affiliated for her.

The gray haired man looked at him unamused if he were to guess who he called Painwheel is the cause of the look. "You are aware she has a name." He spoke up calmly his tone though had hints of disdain toward him.

Avian rubbed his forehead before adjusting his tie. "Hardly." He responded as he gestured for the three to follow him. "Who the hell are you three anyway?" He decided to ask turning to look at them just to have faces of disapproval on them.

The man in the green jacket was the first to speak. "You can call me Ozpin for now. My associate on the left is Bartholomew Oobleck. To my right, General Ironwood." The entire time Ozpin spoke Avian never turned his head which suggested he was not listening. "As for our origins. You can say it was quite the trip to get here." He still seemed like he was not focused on him. In fact, Avian appeared to be reading a result that just came in from what could be a recent experiment. "I have to thank the ASGL for suppling the transportation." Avian turned and looked at the three of them.

Avian's mind was not sure what to say about the mysterious trio. "(Transport? When did we do that?)" His thought in his rummaging. He stopped as he was lost in his thoughts.

Ozpin looked at him clearly aware he was troubled by something. "I would never have thought Peacock was well known here." His voice echoed slightly in the corridor as he looked at a handful of photos and news clippings regarding her creation. "The citizens from the other side were rather busy trying to arrest her for disturbing the peace." Avian looked at him with a face of pure shock. "It seems you have caught on as to where we are from." He gave off a cynical smirk as he looked at Oobleck and Ironwood. "Mind if we go somewhere more private?"

Avian observed the three more cautiously as he slowly nodded. He gestured to the elevator. "This way to my office please." He had an unsettled tone as they entered the machine.

Ironwood looked at the inside of the elevator. Metal to mimic gold was used as trim inside what looked like a wooden paneling. Avian pressed a button signaling floor B-8. If he were to guess it must be Lab eight. The descent was long to many of the elevators occupants awkward silence. Only Oobleck's pencil was running at a rapid rate.

"Can you stop recording data?" Avian Finally erupted slightly annoyed. "Has it ever occurred to you that this area is top secret?" The three travelers looked at him shocked that it was Oobleck writing was what got him to erupt.

Oobleck looked upward in his thought and immediately nodded. "Apologies I never considered that." His voice for once seemed to be more mellow despite his more eccentric tone. He stowed his journal and pen and began to look toward him as well as the two named Ozpin and Ironwood.

"So, you want to speak with the Canopy Kingdom?" Avery asked curiously. It seemed the subtle nod was all the proof he needed. "Hate to break it with you but Parasoul is not exactly on speaking terms with The ASGL organization." His new information seemed to make things look bad for him as the three stared two of which had light shielding their eyes he was certain it was not a friendly look. "You are familiar with Lab zero I imagine?"

Ironwood's stone cold face looked at him with suspect questioning eyes. "The people that made the rift device." His tone was not much friendlier.

"Correct." Avian applauded on Ironwoods guess. "Unfortunately, unknown to the other labs, lab zero was doing an unexpected project. Using Skullgirl blood to destroy the Skullgirl." He went for his keys when a noise caught his attention. Seems Peacock was making more of a ruckus to the team's disdain. "While the project was a means to an end None of us knew what they were doing." He unlocked his office door as he looked left and right before signaling the three to enter.

Avian's office was not as elegant as the headmaster of Beacon's office but it was meant for function over astatic. He sat across from the three in his desk as the other stood still completely. "Please continue." Ozpin calmly pushed his to finish his story.

"The new head at the time was a director named Brain Drain. He is a powerful psychic that took over lab zero after undergoing cognitive enhancement." He began digging through old newspapers. "Here., They were posted all over Maplecrest." He handed Ozpin a few papers. On them was an innocent looking Valley girl with a short chin and pinned up hair bun style. "Does she look familiar?" He asked as they examined the photo.

Ironwood's eyes widened immediately realizing why the girl looked familiar. He saw her in the cell the day a psychotic woman devastated an Anti-personal vehicle with her bare fists. "Is this?" He began to ask.

Avian nodded. "Lab zero for a long while had been kidnapping students for experiments. Once Parasoul found out she stopped working with us and halved our funding." He leaned back in his chair annoyed. "What's worst is I have a traitor in my own division that had been smuggling our parasite creations over to where ever the hell they are at. Big Band has been looking around for a while though I doubt much will change for now."

Ozpin looked at the poster of Carol again. "Did you alert her parents?" He asked his blank slated voice left no trace of sorrow or nurturing.

Avian closed his eyes, his face showed the look of disappointment. "Painwheel I'm afraid already made contact with her original family a month before Parasoul found her." He was showing a lack of concern. "They couldn't even stomach her." The three looked in shock at the realization that the ASGL organization may be more dangerous than initial expectations. Ironwood had the hardest time gripping it Avian was lucky none of the students were here they would have probably injured him.

"After that she just moped about here for a few months. Going on about killing Him and her, whoever that is." His voice changed "Until a monitor showed a female break into that rift room and accidently slingshot herself through it. Began calling her an old friend." He took a sip from the water on his desk. "It meant some time where we don't have to deal with some annoying hair trigger so most the researchers took it as a luxury."

Ironwood began to glare at the scientist in front of him. This man was supposed to be a protector though he seemed to have no regard for the lives that were ruined by the company. Avian looked him in the eyes his face was unamused at how they were acting. "What kind of sick group are you?" Ironwood growled angrily in an attempt to intimidate the unamused scientist.

Avian looked slightly confused "Excuse me?" He asked already certain of what he was about to press.

"Your company has destroyed that girl's life and none of you look as if you have shame in it." His eyes narrowed on the red eyes of the scientist. "How many more have you ruined."

Avian sighed as he massaged his temples. "Why bother?" He grumbled looking at the overly stoic man in front of him. "All of us are blamed for a single rouge branch." His tone showed annoyance since this interrogation was a waste of time. "I saved Patricia from certain death when the slave traders nearly killed her for trying to defend a friend she won't tell the name of." The three looked at him. "I'm blamed for Brain Drain's endeavors simply because we have no way to get rid of his psychic grip of her mind." He looked at Ironwood returning the cold glare that he received from him. "I have been like a father to those two. Even if they are by your definition, monsters."

Ironwood looked at the man in front of him shocked that a man like this existed not only did he seem unamused by him it seemed that he was true to his word. All around his office Avian had several photos of him spending time with Peacock. "Apologies. I promised Carol that I would take care of the ones who did this to her." Ozpin looked at him examining his face. It was not the first time he had this kind of drive but it looked to be something that could come in handing.

"I assure you Brain Drain has whatever hell Carol has planned for him will be delivered in due time." He leaned back in his chair "So, you wish to talk with Parasoul correct?" He pointed at Ozpin as he asked.

Ozpin nodded as Avian closed his eyes. "If I'm not mistaken she should be near the far west side of New Meridian tonight though I'd wager you won't get there in time." He snapped his fingers. "Of course," He confirmed something but the others were left in the dark on what it was about. "She was planning on taking down the Quarter jar gang tomorrow night."

Oobleck looked at him curiously. "A queen that takes on threats personally?" He began writing it down in his notebook which he pulled out when he heard they were discussing how to negotiate.

The door to his office flung open with Peacock on the other side. "Hey principle." She yelled getting their attention. "Looks like Bed Hair and Tuna Breath are bout to fight. Wanna watch?" Avian looked at her slightly confused.

"Thank you, Peacock." Ozpin answered back "I suppose it would be best to learn how one is to fight in this world's set of rules."

 _ **Little Innsmouth.**_

Ruby's hands were clinging tightly to the railing in front of Yu-Wan's shop. Both her team and Juane's were watching as Ms. Fortune took a fighting pose across on of the pier like walkways that inhabited the aqua slums called Little Innsmouth. Yang, her sister was looking around noticing how several people had stopped to observe the two fighters who have not moved a muscle from their initial pose.

Blake observed how several seemed to be exchanging currency as if they were betting. It seemed Minette was watching as well close by. She leaned toward her. "What are they waiting for exactly?" She whispered into her ear.

Minette looked at her dumbfounded before remembering what Ms. Fortune said. "Oh right. The Skullgirl for a little under a century has made New Meridian her home. Because of that warriors or women that believe they have a chance against the creature come in masses." She looked back to make sure they had not start yet. "To test themselves while they wait for her to surface they train against one another. So, New Meridian has somewhat turned it into a tourist thing."

Wiess looked at Minette annoyed at the fact they have to watch these two fight. "What does this got to do with Blockbusters?" She questioned her getting in Minette's face.

Minette took a few steps back to make some distance from the cold aristocrat. "A lot." She answered as she regained her composure. "Blockbuster's work of crowd hype."

Wiess and Blake turned to notice a lot of people have begun to watch several boats with passengers had actually stopped. "Looks like we're in for a treat folks. Two skull-hunters are about to square off."

Ms. Fortune looked at Filia who was clearly nervous. "You ready hair ball?" She asked looking at them. Filia nodded reluctantly. Ms. Fortune grinned a little. "Hey barge man!" she yelled with a very big grin on her face "ring the bell!"

"Ladies and Gentlemen" The barge captain announced. "It's Showtime!"

Ms. Fortune started off strong by severing her head and kicking it skyward. Filia dashed toward the headless cat feral.

Unfortunately, Filia tripped over her self-making her flail around a little before regaining her balance. Her drop in guard allowed Nadia to Axe kick the parasite infected individual square in the head. As Nadia's foot dropped Samson snapped out of his daze fast enough to catch the falling foot. He wrapped his body around her squeezing her and to a lesser extent his host in an Octopus looking form of hair. Ms. Fortune did eventually broke free from the hair monsters firm grip. Eventually she saw an opening. In a fast attempt to escape she sliced through some of Samson's hair. Filia and Samson winced in pain as she escaped the grasp of hair essentially.

Ms. Fortune made a mad dash for an unknown reason to her opponent. Samson took a defensive vine formation expecting an dangerous full force strike. Filia placed her feet like Samson recommended during combat so she had an optimized evasion from rapid hits. Samson had to take special care that Filia's vision was not covered by bangs or any of the defensive tentacles he made to cover most vital weak area's in her dodges.

Ms. Fortune's headless body stopped thirty feet away from her as it took a weird stance. Samson was waiting for the random strike. "Common" He grumbled. "You know your generally faster than us so what is your plan?"

Filia looked at the headless body's positioning. She had a feeling deep down that the positioning was a little too familiar. "(Where have I seen that stance?)" kept moving through her head. She tried to recall it but it seemed to be pushing her memory as the headless body jumped in the air doing a backflip. Filia's eye's widened recognizing the posture "(OH CRAP! It's from soccer meaning…)" She never finished that thought as the head of Ms. Fortune was kicked by her own body and collided with Filia square in the forehead.

Samson braced Filia's knees as she teetered left and right she was not out cold she still was conscious "Hey kid, how many spikes do you see?" He asked as a strand came in front of her with three spikes sticking out.

Filia looked at the spikes. She saw several in front of her she tried counting them but they kept moving. "MMMmmm, eight" She answered. A slightly dazed grin on her face.

"(Great she's out of it.)" Samson grumbled as he looked toward Ms. Fortune's body which was seeming to taunt him. He glared at her as he tightened the bonds on Filia's joints to control her while she was dazed. "Kid don't try to move much." He ordered her.

"Okayyy" She said as she was forced to duck underneath a punch followed by being quickly thrown onto her back by Samson barely dodging a flying roundhouse kick. She was pushed back up once the flying foot was gone Samson the sprung her into the air to get advantage on the Feline Feral.

Ms. Fortune looked at the black mass that was soaring over her. She got ready for the drop. She knew it was coming but not sure when.

Meanwhile Ruby sat watching in shock the fighting here was less sporadic between individuals. No extreme strikes from rapid speed. Yet she felt something foreign yet familiar as the fight was progressing. She heard the onlookers cheering which is not unheard of except the energy in the air felt raw. She saw the look on Pyrrha's face suggesting she felt it to as did the others that traveled from Remnant. She turned to look back at the fight curious as to what was with the strange presence in the air.

Filia in that small frame had come back to her sense in time to dodge a few quick swings from Ms. Fortune's tail as it swung past her face not even inches from her nose. She countered by doing a Door kick pushing the cat feral away from her to give her space. Samson responded by throwing several powerful strands that slammed into the ground as she jumped left and right. Eventually Samson hit her with two powerful downward strikes with a set of hairs shaped like a comb. The hit sent her into the air giving Filia time to run toward the airborne opponent. Samson formed two alligator like jaws slamming her in between them. She cut free of them and knocked Filia to the ground. She stuck her claws out with an ominous grin on her face. Filia was paralyzed with fear.

Samson in a last-ditch attempt before she began to curl around Filia wrapping both two in a giant hairball. The black-haired orb began to spin and bounce uncontrollably until a giant jaw appeared on its side spitting out Ms. Fortune. Filia eventually jumped out as Samson reabsorbed into the orb and back into his usual fighting pose.

Ruby began to get jumpy for some reason. She felt a startling adrenalin rush that devoured her patience. She had to do something to drain it. Yu-Wan looked at her and knew exactly what was wrong. "First time feeling this kind of energy?" He asked grinning a little as he looked at the others who were in similar situations. "Don't worry everyone who is a trained fighter is like that their first time. Even your friend Filia was like that in her early days of working with Samson."

Ruby looked at him "What is this?" Her face showing clear signs her adrenaline was flowing through her veins.

"You are feeling a raw untapped form of energy. Not even the parasites know how to explain it other than it exists." Yu explained as he looked at the fight. "It is used to do attacks like this." He pointed toward the fight.

Ruby turned her head to see that Filia and Ms. Fortune were standing a good distance apart from one another. Filia had a decent scratch on her left cheek her clothing was torn a little from the fight. Samson looked like a mess with bits of his ends beginning to split and other parts look as if they were tangled.

Ms. Fortune was holding her arm right where her stitching would be. She was grinning a little. Both had the same kind of energy flowing through them and Ruby could tell by both their faces that they were focused. On Filia's face, a concerned glare. Ms. Fortune's face showed a daredevil grin similar to Samson before a fight. Samson however had a glare on his face he really feeling the energy.

Filia looked at Samson. "You ready Samson?" She asked as she looked back at Ms. Fortune who was clearly ready.

Samson grinned while looking at the Feral. "Show 'em a bad hair day!" he yelled in rage." With that remark Filia dashed right at Ms. Fortune.

Ms. Fortune grinned as she dashed at them. The two were running angrily without stopping. "Transform!" Filia yelled as Samson began to spread himself across her back forming a shell. Six insect like legs began to come from the shell. Two antenna poked from the top of the figure as the back popped open showing a bunch of hair shaped like wings. Filia was hovering above the ground by a few centimeters as she shoulder rammed Ms. Fortune.

Nadia responded by slashing multiple times into Filia's insect like armor She eventually got a hold of her and drilled her with her hand. The two stopped the bombardment both standing still. Ms. Fortune lost an arm as Filia and Samson fainted.

The crowd erupted into a roar of applause as Ms. Fortune bowed to the crowd. "Thank you are too kind." She yelled walking up to her opponent. "And I thought I had hair troubles." She taunted as she picked her up. Her severed arm latched to her tail as she walked back to the restaurant.

Teams Rwby and Jnpr froze in place at that grand finally. Ruby was in utter shock at how fast the two moved they were almost a blur. "That was… AWSOME!" Ruby yelled making both teams jump. "They were moving so fast clashing into each other. Then they did the classic sword dual pose." She was continuing her freak out as Minette slowly pushed her back into the diner.


	24. Base of Operations

Cerebella found herself in an all to familiar waiting room. It has been several months since the last time she meant with the heads of the Medici Family. She took in a deep breath as she waited in the waiting room between the office and the head of the family's office. "How am I going to explain all of this?" She asked herself to reflect on all the crazy things she has seen. "(The alternate world with crazy shadow monsters, wacky abilities. Just so much to say.)"

A loud buzzer caught her attention. She looked up to see that the secretary was answering the phone. "Yes, Lorenzo sir. She is here, Shall I send her in?" The Secretary, a blonde-haired woman in a blue button up shirt and black skirt stayed quit as she heard the voice from the other end of the phone. She would nod once or twice during the call t\while glancing at Cerebella almost uninterested. "I'm certain she is aware of the where bouts of the circus sir." She voiced as she looked down on her desk typing on a typewriter.

As the two talked Cerebella zoned out the questions looking out toward the city of New Meridian below. The Medici's tower was always the largest building in the city housing the city's most popular casino, The River King as well as the Medici headquarters and penthouse manor on the very top floors. Every other floor side from those where they are rented out as high-end housing as well as a hotel. She continued looking until she heard the buzzer go off again as well as muffled talk coming from behind a set of very thick mahogany doors. Whatever was going on in there, the muffled voice was clearly yelling.

"The boss will see you now." The secretary spoke up as she flipped a switch unlocking the heavy wooden doors. Cerebella enter to see the familiar red stained walls colliding with ivory arches as well as several elegantly made vases lining the walls. All of this laid on top of an ivory and granite colored linoleum. Cerebella walked up superficial as she could as her eyes looked out at the New Meridian skyline. An elderly man sat calmly at the desk he looked as if he had finished yelling. Beside him was a tall woman in a black mask and a grenade launcher for an arm. Cerebella recognized the two as Lorenzo and his body guard Black Dahlia. She shivered a little as she turned her gaze elsewhere. She began to smile when her step-father, a surly looking man in a crimson suit was off in the corner. "Hey Father." She yelled happily "I'm back."

Her father looked at her in shock. She had disappeared for several months for no reason. Many members of the mafia thought Eliza had got her. "How are you alive?" He asked in shock.

Cerebella kept the happy look on her face as she looked at Lorenzo for permission to sit. He waved his hand silently as she sat down. "Shortly after you made me work with Eliza to track down the last Fish bone gang member she tried to kill me by draining my blood out of me." She spoke as she lifted part of her performers suit to show the scar Eliza left. "I actually have to thank the fact that the magnum opus of lab eight is reckless. If there was no car crash I would have been killed by her. She fled in a hurry thinking it was police." I spent a good week after wards in a hospital where I broke out." She realized she never reported to them after that incident. "I was ashamed that she got the best of me so I went to even the score. Tracking down Peacock I convinced her to help me find the double-crossing bitch." She took a pause here.

"Cere." Her father spoke up in her pause. "That only accounts for a few weeks of your disappearance. What else happened."

She was hesitant to continue her story since the next segment came off as if she had gone mad. "You might not believe the next part." She said looking at Lorenzo.

Lorenzo eyed her slightly angered that she was withholding information. "I will be the judge of that." His voice, though old, had a lot of strength in it a trait that Cerebella adored about him.

She nodded as she recalled the next set of events. "As it turned out Peacock was also tracking Eliza down. She used a weird device from lab zero to warp between planes of existence." The entire room looked at her with a look of disbelief. "The next thing her team knew we were attending a school to fight these shadow monsters, we got these crazy abilities and we even found another person from here Who was being chased by Eliza. After two months of insanity we chased her back to New Meridian though we lost her upon arrival."

Lorenzo glared at her thinking that she was telling an unfunny joke. He was about to yell when her father intervened. "Cere how about you go back to your apartment. Your circus troupe is out of country at the moment but they should be finishing their tour soon." He suggested trying to make sure Lorenzo did not burst out yelling again.

She looked at him her eyes showing she was telling the truth. "But I… "

"Now Cerebella" He demanded

Hanging her head in shame, she got up to leave. She was halfway toward the office door when she looked at the portraits of the family that were next to run the Medici crime family after Lorenzo's death. She herself was un eligible due to the fact she was not blood related but they did treat her like family. She looked at them noticing some of the kids. The most eligible teenager was a female with blonde hair and a black hairband. She looked at it curiously.

Her step father looked at her almost getting angered. "What now?' He asked annoyance in both his tone and face.

She snapped out of it and turned back to him. "Who is this?" She asked confused as to who she was looking at the portrait of the teenager.

"She is none of your concern!" Lorenzo yelled angrily as she began to run out of the room she was in.

The secretary saw that entire event unfold. Though she kept quiet as Cerebella looked at the two giant doors with a melancholic cowl on her face. "You asked about her, didn't you?" She spoke up concerned.

Cerebella perked her head up confused for a second not exactly registering what she just said. The moment it clicked in her head her face widened in a shocked expression. "You know what happened?" She asked redness forming in her cheeks. As the secretary nodded.

"That was one of the future airs to heirs to the Medici family." She spoke calmly. She leaned back in her chair as she spoke gesturing for her to come closer. "I never meant her myself I snuck a peak at the portrait When they returned to the mansion for the night." She caught the glare of the Medici muscle girl as she spoke. "A year ago, though she disappeared."

Her last statement caught Cerebella's attention more than the Secretary's criminal charges of trespassing. "Missing?" The secretary nodded as the thought entered her head.

"Shortly after her disappearance most of the original mansion staff was fired with their records of employment were burned the next day." Cerebella looked at her with interests. "Word is they left the missing heir's room the same after her disappearance."

Cerebella leaned back thinking on what she just heard. "(If I could solve the mystery of her disappearance I think they would accept me as an official member of the inner family rather than a step daughter.)" She liked the thoughts behind it. The problem with it was the fact she had no way of getting into the mansion not even the Black Egrets, Parasoul's personal military team have a solid plan of breaching the fortified penthouse mansion. She was never permitted entry meaning she would have to break into her own family's house track down the room in question and search for clues as to her disappearance.

As Cerebella left the secretary waiting room the secretary looked at the elevator and the door. She pushed on the intercom button. "Boss, I'm signing out early." Her voice said as she got up and went to the stair weld. She was walking down her face holding a demented grin. "All going to plan, Lorenzo will not know what hit him." Her voice as she spoke had a secondary echo of several voices as she went down the stairs.

 _ **Back in Little Innsmouth.**_

"…Fil." A voice was going through the blackness of Filia's slumber. She couldn't discern the voice outside the fact it was female. "Filia?" The voice called out again despite a lack of answer. She began to open her eyes to see a mesh of red white and yellow. She began to get up as her vision returned. She could finally make out the blurred masses as Ruby, Wiess, Blake, and Yang.

"Where are we?" She asked trying to make out the figures still. It seemed she was getting a sharper image from her eyes now. She closed them again and shook her head accidently waking Samson in the process. They looked as if they were in a restaurant they must have dragged her back to Yu-Wan's shop when she lost the exhibition match.

"You okay?" Blake asked looking at the markings on her. Most of them were just cat scratches side from a few blunt forces strikes from Ms. Fortune's tail. "You were out for almost an hour. Nadia said she knew a place for team Jnpr to stay while here. Apparently, it was an old safe house the gang she was in used from time to time."

Filia's eyes widened as she turned toward the clock, it was going on ten thirty. She got up shook off the remaining wooziness from the fight. "We need to hurry." She said panicking. She fell to one of her knees before getting back up gritting her teeth.

"Why the rush?" Yang looked at her confused. Filia was always uptight though slightly easy going in most situations, minus whenever she was trying to hide Samson.

"The last train to Maplecrest leaves at eleven fifteen." The tone in her voice holding a sense of urgency. Blake and Wiess' faces showed the same thought.

The entire Team looked at each other silently. "Filia." Ruby spoke up "is that where our hideout is?" Filia nodded as Ruby grabbed her small Travelers bag and strapped it thoroughly to her shoulders. "To the train station." She ordered as she ran outside. A minute later she poked her head back in smiling embarrassedly. "Um, which way to the station?" She asked in child-like manner slightly muttering in a low tone.

The inside of the diner stood there stunned at her actions before Filia managed to shake of her own shock and went to walk out. Yu-Wan dashed out from the back quickly "Filia wait!" She turned around and noticed he was holding something. It looked like a light brown coat, a long one at that. The heavy stitching suggested a long time of use and a hefty amount of self-repair. "You left it here in the summer before disappearing." He explained

Filia's eyes widen recognizing the article of clothing. It was her beloved trench coat that she got the third day with Samson after dumpster diving for it. Back then it was old and musty but a few discount tailors and a trip to the laundry mat made it good as new, or at least usable. She walked up and bowed as she grabbed it strapping it on.

Outside of the dinner she gestured for them to follow her. She kept her hands in its pockets as they traversed Little Innsmouth's maze of walkways. Ruby noticed that a lot of people were looking at her as they appeared to be looking at fear of Filia. They then noticed why. She did not have anything hiding Samson. This was clearly putting the hair monster on full alert as Filia mindlessly walked through the streets.

Ruby walked up putting her hands on Filia's shoulder. "Hey, you okay?" she asked as the two turned left down a strange street with a stairwell leading to a large bridge. Filia looked at her confused slightly.

She turned her head to look around noticing that she was getting unfriendly stares from everyone in the area. She thought about it before noticing that she did not have a baller cap anymore. "Oh right, I'm fine." She spoke calmly. "Curse of being infected I suppose." She let out a weary smile as well as a light chuckle.

"That feared?" Ruby tilted her head clearly feeling sad for her situation.

"Don't sweat it red." Samson spoke up. "this kind of attention is like her own type of protection. Only an idiot would try to attack her with me around." He was showing a lot of over confidence about himself as he looked.

The group stopped on the bridge hanging over a section of railroad. Ruby for a minute thought the group was just catching their breath. She leaned up against the railing looking at New Meridian's bright skyline. Skyscrapers surrounded them and it looked as though it went on for miles. She has only seen the Beacon city harbor town for the most part but even then, it was no metropolitan like this place. She looked into the air seeing a bunch of flying balloon looking machines in the air lazily floating by as though they were in no rush.

"It's a lot to take in." Blake said beginning to observe the environment as well. To her she saw lots of faunas and full animals quickly moving left and right trying to get from someplace or another. Her ears twitched as she heard something coming. She turned her head spotting a tower of smoke coming closer. "Is that the."

"Eleven fifteen right on time." Samson interrupted Blake as Filia climbed onto the railing of the bridge. "Get ready now, we got a short window." He finished as Filia inhaled slightly closing her eyes.

Ruby looked in shock seeing what they were expected to do. "Wait were jumping onto it?" She spoke shocked at the realization.

Filia opened one of her eyes to look back at her. "Transport fees are expensive, it's just easier to freight hop." She looked back forward as the sounds of the train got closer. "You are going to want to get ready Maplecrest is across the city." She added in as the horn blew.

Wiess and Ruby looked at each other concerned. While Blake hesitantly got onto the railing next to Filia. Yang who was across the from Ruby looked at her sister gave a simple shrug as she got on the other side of Filia. Ruby Opened her mouth to say something but the train horn showed it was coming closer, in fact it's lights could be seen in the distance. She quickly dashed up onto the railing beside her sister.

Wiess looked at the four of them as if they were crazy. "We lost our aura and you three decide to go play caution to the wind because of an amnesiac and a daredevil hair monster." Her eyes were twitching angrily as she looked Samson in the face since everyone was looking away from her.

The train lights from the road turned on as bells began to ring signaling it was closer. Wiess stood her ground. "Someone give me a map I am not doing this." She stomped her feet on the ground signifying her statement.

"Too bad princess." Samson yelled over the trains horn wrapping his tentacle like hair around her waist hoisting her into the air right as Filia jumped. After Wiess cleared the railing Blake, Yang, and Ruby all jumped, screaming as they landed onto a flatbed car.

Team Rwby were completely at a lost for breath as Filia bundled up her coat sit it did not flail crazily in the wind. She turned around looking at the others all of them except for Blake were gasping a little from the screaming they did. She walked up to help Ruby up as Samson got Yang and Wiess onto their feet. Wiess angered stormed off though the far end of the car. Filia smiled wearily as the group were calming down over the sudden change of pace.

Ruby sat calmly looking at the fast changing landscape around them. Buildings moving by them at a fast pace as the locomotive approached a giant suspension bridge. She looked toward New Meridian's ever-expanding vista as the train crossed the dark abyss below. Surprisingly she noticed that this maybe the potential for a world without Grimm larger city boundaries, taller buildings, safer ways of life. She thought that continuously as she looked at the moon that in her world was shattered but here it remained purely intact without an over looming threat. For once it felt as though her dream job was unneeded which was saddening in a way.

Wiess on the other hand once calming down approached Filia angrily. "You have some nerve." She yelled angrily at her. It was obvious that most of this was directed at Samson. "Why would you do that to someone?"

Samson blew her of as something special. "Cut with the high and mighty crap will ya." He spoke in a more threatening tone. "You may have had some fancy title back on Remnant, but here ya mean squat."

"Samson." Filia spoke up slightly nervous.

"What? I'm sayin it as it is." He responded to Filia with the high authority figure he just hypocritically called out seconds earlier. He began to respond in mass pain as Filia bit her lower lip Yanking on her hair hard to make sure he got the picture. "OW! ALRIGHT, ALRIGHT I'LL LEAVE HER ALONE!"

Filia looked at Wiess "Sorry Wiess. he means well, but he can be brash about it." Wiess walked off to watch the visit as she kept her nose slightly elevated.

Yang leaned into Blake as they watched that thing happen. "Boy I would hate to have that stuck with me." Her tone was in a whisper to make sure few people heard her.

Forty-five minutes passed before the train came to a complete halt. at small sized station. The towering skyscrapers of the downtown city were behind them still in view. They hopped off the flatbed car and had their first good view of the new area. Filia turned around looking at her teammates. "This is Maplecrest." She spoke up getting their attention "The place I have regarded as my own home. I have a higher likely hood of finding someone to take me in for the evening here. Tonight, however we are staying at a different house."

Ruby turned her gaze in fascination toward the small suburban development. Not much now seemed to be going on but since it is close to midnight it was to be expected. "So, who are we staying with?" She asked looking at the roads that went all over the area.

"We are staying with a soldier named Panzerfaust. He normally is not around since he works with the Black Egrets. So, he lets us stay there time to time as long as we restock the fridge." She explained as she began to walk toward the richer looking houses.

Panzerfaust's house was gigantic possibly do to the experiments he went under. Filia approached the door of his place only to knock on a sheet of metal on the door. It looked like a garage door if it was being used by dogs. Ruby looked at the massive two-story structure. A lot of the house looked like it was for someone close to nine or ten-foot person. The metal dog door opened as something began to come out. A strange green looking thing that smelled as if it was using fuel. Ruby looked to see that the rest of her team side from the guide were looking in complete shock. She turned to see what answered the door. To her surprise it was a tank that's barrel was at waist level with their heads.

"Oh, Blitzer." Filia spoke with shock. "Is your master home?" She asked to only get it to shake of its nozzle no. "Oh, training?' It shook it's barrel up and down signifying a yes. "I see." Her eyes widened in shock "Oh right! This is Team Rwby they are out of country visitors that need a place to stay. Is it alright if we stay?"

The tank stood there motionless as if thinking. It slowly backed into the garage door in the door. Several sounds could be heard as the door unlocked. The group realized the tank's answer. The door opened showing surprisingly a decent amount of space.

Filia walked up to the tank. "Oh, Thank you. I'll get you more of the crude oil when I go shopping for groceries." She declared as she hugged the turret pivot. The tank let out a small puff of gray steam as she hugged it. She got off it as she turned to look at the rest of her team. "Find anywhere but the master bedroom to sleep. I need to train you tomorrow on how to make block buster attacks."


	25. Class is in Session

Ruby could not sleep her first night in New Meridian. She looked left and right at the small living quarters that she and her sister managed to procure in Panzerfaust's house. If she recalled correctly it was a room called the drawing room. Though it was not a studio as much as a cramped corner room with a bar and a few chairs with several windows covering the more hexagonal shaped section of the room. She decided to sleep close to the table after moving the chairs into the surprisingly spacious hallway. Yang who was out cold fell asleep at the bar drinking what she hoped was the concoction she talked about called a strawberry sunrise. It looked like the alcohol bottles were not touched so it was likely Yang did not drink any. She snuck out into the hallway passing a private study that Blake and Wiess bunked in. she eventually made it to the stairwell where she descended toward the first floor. The living room a luxurious battlement of sorts looked as if no one had touched anything there. Filia advised sleeping in here since Blitzer, Panzerfaust's pet tank often patrolled the first floor in a circular motion not minding where it places its treads.

She turned to look toward the house's small dining room where in her shock Filia was already awake though instead of the school uniform she wore she seemed to be in a blue bathrobe she had tied tightly to her waist. She was sitting at the huge table listening to the radio.

"In recent news, no new sightings of the Skullgirl have been reported." The male news caster announced as He cleared his throat. "While this may be a good thing we advise extreme caution as of this time. Current estimates have her estimated strength to be close to full power." Filia turned the radio of before it could continue.

She tilted her head curiously noticing that Ruby was standing at the archway of the room. "Couldn't sleep?" She asked as she looked toward the clock for a second. Ruby nodded still having sleep in her eyes. Filia giggled a little as she got of her chair and made her way to larger arch gesturing for her to follow. Ruby did without hesitance following her into the kitchen she moved a small stool and climbed onto it so she could reach the counter better. "I can't say I blame how you slept. I was like that my first night on Remnant." The tone showed a lot of sympathy. She grabbed a bunch a brown dirt looking substance as she placed it into a white tissue paper. She then placed it into a strange looking device.

Ruby looked at the machine. It looked like a mixer that had the auto whisk replaced by a glass container. On the side two more containers where there on glass cylinder held the white tissue paper as it was placed on top of an empty pitcher looking pot. Filia began to poor water from the sink into one of the pots as Ruby looked at the strange contraption. Eventually the glass jar Filia was filling with water was full and she placed the lid back on moving the nozzle of the machine over the two pots.

"Normally it is less of a hassle to do so I buy it at a diner generally. of course, that was back with the Vacuum brewers not these auto drip ones the rich can afford." She said as she plugged in the machine as she left it alone.

Ruby looked at Filia intently with surprise. "Wait is this thing a coffee machine?" She asked which Filia nodded as she grabbed two ceramic mugs from the cupboard. "This thing is so weird how does it work." Her enthusiasm seemed welcome for the most part.

"WHO THE HELL IS YELLING!?" Samson erupted angrily as he became agitatedly active. He scanned the room noticing Ruby. "Keep it down Red." He growled angrily as he fell back to sleep.

"Sorry." Ruby whispered looking at the device work.

"It's my fault." Filia responded. "I never warned you he can be grouchy in the morning." She leaned in closer to Ruby. "On top of that he was listening to radio reports all night trying to catch a lead to any of our targets." Ruby looked at the sleeping mop she had on the back of her head.

"Must be tough having him around all the time." She said melancholic.

Filia looked back at Samson or what hair she could see of him. "Not always." She responded looked back at Ruby. "True he can be loud rowdy and quicker than Peacock to start a fight. He can be a complete softie. He has watched after me and even protected me from several very dangerous situations. I think he was showing less of a façade on Remnant than here in New Meridian."

Ruby looked at her in disbelief. "He did?" Filia nodded as she heard a buzzer. Filia turned around and grabbed the pot now full of coffee. She filled it to the brim as she handed the cup to Ruby. She took a sip. It tasted terrible, nearly gagging as she quickly took it away from her lips. To her shock, Filia was drinking it straight black. "How?" Her curiosity got the better of her.

Filia looked at the cup in her hands. "Well he was out of sugar and creamer." She responded looking back out toward the distant skyline of the downtown area. She sighed as she looked back at the clock. "The others should be waking soon." She stated as her gaze never left the clock on the wall. "Today I'll take you to a good training area though I have a few small things to take care of I should be back at three."

Ruby looked at Filia curious as to what she must take care of. She generally had an open schedule on Remnant but here she seemed to be stressed as if heading to classes still. "Then I'll join you." She declared with a surprising amount of enthusiasm.

Filia's eyes widened in complete shock at her remark. "I don't think that's a good idea." She began to stammer quickly trying not to slip up on her words. Unaware that a new presence was behind her.

"Why is that?" Yang's voice came from behind with both Blake and Wiess were behind Yang still in their night time clothing. Samson must have woken them up when Ruby began getting excited over seeing the new world's technology.

"It's something a little more personal." She responded having even more defensive stances. Most of the team have not seen her act this way since they first meant her on their first day at Beacon. "Common, were your friends. You can trust us, right?" Yang's voice as loud as it usually was trying to be very outgoing as usual. Though her way of comforting could be equated to the passive aggressive tendency to some Skull hunters she has meant.

Filia's mental barriers she had not had to put up for a while were not ready for the bombardment from her team. She grabbed her arm in a defensive position. "It's because." The others began to crowd her a little "I HAVE TO GO TO SCHOOL!" She shouted accidently waking Samson in the process.

Samson grumbled as he began to animate. "What now?" He gurgled under his breath as He tried to regain his sight. He glared at Blake and Yang who were in his face still blurry but given their hair color they were easy to make out. "Oh, they are up." He yawned unamused. "Guess it's close to leaving, Kid the coffee still fresh?" Filia nodded as he looked at it. He lazily wrapped his hair around the whole pot as he moved it toward himself dropping the contents into his mouth. "That should hold me till the classroom. Try to keep the volume down later." He said fully awake suddenly.

"Sorry Samson." Filia spoke up calmly. She looked back at her group to her shock Ruby was missing. "Where did Ruby go?" her concern was clearly on the intent.

"Here." Ruby's voice echoed from what seemed to be the guest room marked for Filia. The group chased the voice to the room. Yang barged into the room first in complete surprise. The rest entered only for their eyes to widened dilated on their leader now out of her usual huntress clothes and finishing putting on what seemed to be a New Meridian High School uniform. It was a little big for her given she was slightly smaller than the dimensions the original wearer had. The dress was being supported by a belt that had to be tied in a knot since it did not match Her waist line. She put on her signature cloak as she looked at her team. Enthusiasm seeping from the mouth like a rabid dog. "How do I look?" She asked extremely happy with her decision.

Filia could not keep her eyes away from what she did. "Ruby, I'm warning you know school here is different from the monster hunting training Remnant provides." Concern for her own chances of not getting expelled were showing as fear.

"So?" She seemed very unopposed by this fact. "You saw our schools how bad can this one be?" She began straightening the tie that was mandatory for the uniform. The other members nodded their heads in agreement.

"Let'em join, you tried to warn'em." Samson spoke up finally rather uncaring about it.

Filia sighed in defeat as she slowly gestured for the other three to raid her school wardrobe to be somewhat presentable to the new experience. For the most part it did not go well. Wiess when wearing the uniform looked superficial. She seemed to fit her the most in comparison the others wearing it. Blake surprisingly looked as if she had it on correctly though the clothing did not go with the bow that she often wear to hide her Faunas traits. Yang the uniform was not a comfortable fit on what so ever she was bigger than Filia mean her clothing was going to be a very tight fit on her. The shirt creased a lot and she could not button the top row of buttons. The cuffing sleeves were too tight as the shirt clung to her muscles meaning it had a hard time moving from side to side since it was required to belt the skirt. The skirt was barely usable to a point Yang strapped part of her usual adventure gear on the outside to help hide it a little.

She looked at the four of them. "(How am I supposed to explain this?)" Was going through her mind in annoyance. She sighed heavily as she looked at the clock. "Crap we're late." She shrieked in surprise as she made it toward the door. The other four chased after her in unison since she knew where this place was.

Dashing down the street Filia stopped at crossroad waiting for the other four. "I hope Ms. Fortune is having better luck."

"Honestly, I somehow doubt she is." Samson grumbled as he looked back at the four teammates following them.

 _ **New Meridian High.**_

Ruby looked at the strange three story building that Filia called a school. The place was nothing like Beacon in appearance in fact it looked as if it were just a primary school before joining the huntsmen academy. It was surrounded by maple trees that were missing leaves being close to the winter. Filia took a deep breath before getting Her attention as well as the rest of her team.

"This is New Meridian High." She spoke looking back at the strange building she seemed to be in a state of nostalgia for some reason. "It's not exactly the best school in the world but it is worth seeing."

Yang walked past her as Filia tried to warn them that this place is not like Beacon Academy. In fact, it was the exact opposite of Beacon Academy. It was a large three story building with concrete and brick support. The grass while green was mostly surrounded by an unsavory amount of tarmac most notably on the back of the building. Yang took a step back as two students fell onto the ground fighting each other. One of them swung her bag as a weapon as the other swatted it off course with a tennis racket.

Yang turned back to Filia in shock. "Guess they wanted to become skull hunters." The group looked at her in confusion. "Um, they are what those who hunt the skull girl are referred to." She explained as she approached the school's front doors.

The inside of the school was a very dull looking. Its walls were lined with lockers that looked as if they could barely hold much to begin with. The floors were covered with a monotonous white linoleum that reflected the lighting from rectangular like structures that were in the ceiling. A lot of the students were in the same clothes though each one had a different way of trying to represent themselves despite being in a simplistic uniform.

Yang turned to look at the rest of her team. "Um fellas." She voiced hesitantly "I think we made a mistake." As she gave her thoughts Wiess rubbed her temples in annoyance as Blake and Ruby kept quiet while averting their gaze of unsurprised.

"I tried to warn you." Filia spoke up "Class begins in a few minutes, I tried warning you but at least you can try to book it." She continued as she turned around "You need to hurry before Mrs. Victoria" She was cut off when she accidently bumped into a surprisingly tall woman.

The woman in question was a lot taller than the party she encountered. The most noticeable thing for her was her hair style done up in an upward drill cone and a ponytail. She was wearing a pair of oval shaped eyeglasses that sank low on her nose. The rest of her attire could really be summed up as school teacher. She wore a Gray dress shirt with two sets of buttons going up the clothing hugging tightly to her body. At the shirts collar a bow of sorts was placed elegantly at the center of the restrictive looking uniform. Her skirt seemed be the school's standard length given it looked as if she took dress advice from Filia. The mystery teacher wore very long stockings that went up the entire length of her legs. She looked down with disdain at the parasite infected tour guide for team Rwby. "Before I what?" She asked eyeing Filia to intimidate her.

Filia turned literally a shade of red as she stammered for her words. "MRS. VICTORIA!?" She began to stammer realizing who it was.

"And where have you been?" She closed in on Filia's face so the dead eyed glare would get directly into her eyes. "Missing for an entire quarter? No alerts?" She looked up at the four behind her. "And four strange people that clearly do not attend this establishment. You have some explaining to do missy?"

"Can it Iron Gavel. We ain't done nothing wrong." Samson spoke up only to receive a hard blow to the head by a teaching crop. "OW! Why You" She slammed it down again.

"Detention, Filia for disorderly behavior." She stated as she eyed the other four. "I'm sorry can I help you?" Her military like behavior from nearly a second ago changed. "You must be new here. Come this way" She gestured for them to follow.

Blake, Wiess, and Yang followed without thinking much as Filia slowly got up with Ruby's help. "You okay?" Her tone held a lot of care in it. Filia Gritting her teeth as she got up as Samson spat out a canine like tooth. She nodded as she looked toward a small mirror to restraightens Samson. Ruby stood there watching her do such. "What was the sudden violence surge?"

"The curse of being infected." Filia spoke as she stared coldly into her own red eyes, One of the multiple signs of an infected individual.

"Why was it that way?" She asked still confused.

"I don't know." Filia sighed as she turned to face Ruby. "it was like that before I was infected so I knew the risks doing it." She looked at Ruby's uniform she borrowed and then toward the classroom. "We need to hurry." She said as she began to move toward the class room. "Just follow the fight club to the meeting area. You can't miss them."

 _ **ASGL headquarters.**_

Avian stepped into the lab eight laboratory. His head throbbing from last night. It figures Peacock somehow managed to get more trouble what so ever. He grumbled to himself as his Dragonian friend, Stanley delivered a new pot of coffee to his office. He was hesitant to leave however.

Avian sighed annoyed looking at him. "What is it Stanley?" He grumbled his focus more on his notes.

"It's about Peacock's guests." Avian tilted his head up at him. "Can we trust them?"

Avian shrugged as he leaned back in his chair. "They are a strange bunch." He concluded "Painwheel apparently had help that green haired nut read through the world history." He looked at a monitor that they installed into Painwheel's den as the called it. Surprisingly she was talking to the one named Ironwood. "As for this general well, he looks to bureaucratic for his own good." He the leaned back again looking at the cameras noticing that the third one was missing. He suddenly shot forward looking at the camera feeds. "Where's the third one?" His voice was concerned for the most part.

"You mean Ozpin?" Stanley asked. "He left to track down the quarter jar gang. He seems like a tricky guy."

Avian tilted back in his chair yet again. "The sooner these cads leave the better." He mumbled looking back over Project Shamone. "Hey does something seem off about this one?" He asked handing the file to his shark made friend.

Stanley looked at it curiously before his eyes widened a little. "What is the meaning of this?" He demanded answers as he examined the papers. From his reactions, Avian could tell that he was having the same thoughts when he read over the file.

"Makes me kind of wish we did not can Project: Exile." Avian chuckled as he poured coffee into his mug. "All I know if this file tells the truth we are looking at a parasite that can literally alter the infected mentality to such an extreme they become a different person."

Stanly nodded in agreement. "Orders are orders but this is one we will need under extreme lockdown. It's just too dangerous."

"Agreed." Avian concluded looking at it. "Keep it under wraps for now. I am not wanting this project to see the light of day upon completion. Keep it delayed for as long as possible." He ordered as he began running through a list of parasite DNA to find the correct strands. Stanley nodded in agreement as he turned around and returned to the synhedrion.


	26. The Black Egrets

Ozpin Walked through the streets of New Meridian. He never exactly enjoyed the towering Skyscrapers of big Civilizations they were often too much of an eyesore in his opinion. However, Given the obvious tech differences between Remnant and The Canopy Kingdom. he was impressed by how much more towering the buildings were here. Only the Kingdom of Atlas would try to boast buildings of this caliber Even then he was not sure if the buildings even of the capital matched them for size. Often towns limited height so Grimm like the Nevermore couldn't send gigantic pieces of concrete and steel crashing on to civilians below. He wasn't sure what power the Skullgirl has but it seems living with her as the daily threat is more manageable by comparison.

He continued strolling the busy downtown area covered in flashing lights advertising various items. One stall was called The varbeater parasite cure all. The stall selling it however reeked of oil. More than likely it probably was not that effective at removing parasites. His mind flashed back to the day he first meant a parasite.

"Samson is a parasite." Filia's voice echoing in his head. The recording he made note of that day sped forward until a specific statement she said that day came creeping into his mind. "And Should he ever be remove both of us would die." He reopened his eyes as he looked around curious as to how many people in New Meridian were infected with one of these so-called parasites.

He was not too certain what to look for given that he has had only three experiences with them. Peacock, who was a little kid with missing eyes as well as artificial parasites which could possibly varied since Carol, another artificial infected individual shared similar signs as Filia who was naturally infected. To make it worse the group had three different Psyches. Peacock acted for the most part like a kid who watched to much TV. Carol most her time is fighting off a mental intruder named Brain Drain so She would range from polite and friendly to an Easily agitated monster in a matter of seconds. The biggest outlier was Filia since she never exhibits a dual personality disorder or childlike behaviors.

He continued observing Trying to spot any infected individuals however they seem to be rarer that he thought. His line of thinking was cut short when a mass number of citizens were crunched up together in a mob like fashion. This mass of people perplexed him into investigating what was going on.

He passed through the crowd spotting several strange people that looked like Faunace should they had been more animalistic than mostly human. They all were in his way as he slowly pushed his way to the front of the crowd to see what was happening.

"Everyone get down!" A man yelled as an explosion emanated twenty feet from the crowd forcing Ozpin to try to keep his balance as many fell to the asphalt or began running away from the active scene. He noticed a News caster as well as a camera man off to the side trying to remain calm as the chaos surrounded them as well as their being. "We are here live." The person shouted as he turned to look to make sure there was no gunfire. "Outside the alleged hideout of the dangerous Quarter Jar Gang. Where not too long ago their leader, Aalsmeer the third had just lobbed an explosive from the third story balcony. Police were tipped off to the occurrence when, "

"GET DOWN!" Ozpin yelled as he pushed the news reporter toward the ground as a bullet went flying through the air missing him and Ozpin by mere centimeters. The bullet's trajectory went into the ground impacting right in front of the camera man. Ozpin raised his head for a second looking back toward the police blockade then returned his attention to the reporter. "are you okay?" He ducked down as more gun fire happened breaking glass of a nearby building. He shielded the back of his head for protection.

Suddenly more gunfire happened. This time it seemed it was coming from close by. Ozpin tilted his head up to see a line of five men in Olive green uniform jackets. Each of them dawning helmets that looked as if they cut the side of green flower pots to make room for their gas mask. The men looked as if they were armed with a form of assault rifle with a magazine sticking out of the right side of the gun. Closer observations Ozpin noticed a red band on their forearms suggesting they were of same unit.

"On your Majesty's mark." A gray-haired man came walking past them eyeing the building the gun fire was coming from. He was also in the same hue of green as the lackeys though in comparison he was wearing an Officer's coat that bared resemblance to that of Ironwood's. He had a white formal shirt on underneath as well as a purple tie. His shoulder mounted holster while lacked a gun contained a few supply pouches as well as to two strange looking devices that looked like a baton with extra weight at one end. The observant headmaster was certain that the two strange things on his person where grenades.

Behind the man however stood a woman who stood in a straight posture. One of her eyes covered by her red hair as she looked unamused at the building in question. She restraighten her black sweater so if lined more comfortably with her miniskirt. She dawned a red band as everyone else though she wore it closer to the elbow in comparison. Her hands were placed firmly on her umbrella as if she were some kind of knight. Her face was empty from emotion though her yellow irises glared simply with disgust as her hand left her umbrella for a holster designed to be hidden in the skirt that tugged on her body. The gun she drew was a slim looking thing with a long and just as narrow barrel. It looked as if the magazine was held in front of the firing mechanism rather than behind it in the grip which in this gun was made of wood. She took aim at the building and shot a single round scaring the man who was lugging a heavy machine gun to hide under the window.

Not even a second after the first shot the military looking men with expert precision shot several shots into the building's windows causing the people inside to drop metallic shutters for the time being.

The woman yawned a little as she looked at her men. "I want a two-block perimeter established ASAP. All civilians are to be evacuated from their buildings. remember you are who they expect to protect them don't betray their trust. If you think they are in danger jump in the way to take the shot." Her tone was very much demanding as to be expected by a military person. She turned and looked at the man in the suit. "Adam, get a tent build so we can discuss our plan of attack."

The man named Alan saluted as he spoke. "Right away mam." He turned around and began to dash toward the other troops that were waiting in a truck in an alley way. The Woman turned around to look at the building as she sat there observing it as if waiting for something.

"Princess Parasoul." The reporter got up pushing Ozpin off him forcing his way to the barricade. "What were your thoughts regarding this incident?" His tone was as brash as ever not even caring a minute ago he was just shot at.

Parasoul rolled her eyes as she turned to face the man. "I cannot give you any details at this time. Once our job here is done Officer Adam will be happy to take your questions you may have." She turned around as the news caster continued to ask questions simply for her to ignore him.

Ozpin put his hand on the caster's shoulder giving him a look that he often gave Glynda if she was over grilling a student that clearly told them all that they knew. The reporter stammered as he began to just cast about random proceedings before the two scampered off. Parasoul turned around when she heard the way he acted to see what happened only to see a gray-haired man in glasses and a green formal attire standing there one of his hands calmly on a walking stick. To her a possible sign of wealth since he clearly had no need for it.

"Thank you, citizen, but it is best if you leave the combat zone." Parasoul spoke very calmly as she slowly turned her head back to the building. The tent seemed to be almost dome to her satisfaction as she continued watching the building intently.

"The pleasure is mine of course." Ozpin responded, "However I do have matters of my own I need to discuss." He was certain Parasoul was ignoring him now or at least trying to. "Regarding Operation: Exile." To his shock Parasoul seemed to freeze in place hearing that statement.

She tilted her head looking at him. "I do not know what you are talking about." She responded calmly and blankly. Ozpin had to give good marks on her she had as good a poker face as him.

"Is that so?" He responded as Parasoul gestured for some guards to come fast. "Several months ago, in the early summer you were tracking down a high school girl you believed had information about the Skullgirl's where bouts." Parasoul glared out of the corner of her eye at Ozpin getting annoyed as the guards were being slow to get to her position. "At the time, you were working as an operative with the ASGL.

"Guards remove this man from the A/O now!" She ordered angrily as she began to storm away to the tent.

"She fell upon that project by complete accident and was forced to be left there." Ozpin retorted coldly looking at Parasoul still calmly though She was at the edge of her seat gripping the Umbrella tightly in her hand. The guards grabbed Ozpin by the shoulders as they began to move him. "Under my care."

Parasoul's eyes widened as she turned to look at him. "Halt." She ordered as she walked up to him. Her eyes clearly reading him more intently now.

Ozpin adjusted himself as she approached. "My name is Ozpin, Headmaster of Beacon Academy. You have not heard of it I assure you." Parasoul continued looking at him skeptical of what he has to say. "If you do not mind I would like to continue discussing things in a more appropriate environment." He asked calmly.

Parasoul calmly began to think to herself before she turned her head toward Adam. "Have Roxie run a calculation of plan fifteen delta five." She ordered as she turned back to Ozpin. "Excuse me but I do have something to take care of I will be back with you in a few minutes." She said sternly almost as if holding anger. She turned around as she entered the tent.

Ozpin on the other hand stood calmly waiting to see what her answer would be. More than likely it was not going to be a friendly remark. Parasoul was still eyeing him suspect as if trying to read him. He was impressed by how she handled the rather sumptuous nature of this person. Easily feeling just how much the Canopy Kingdom meant to her. It was like how he views the way his job was to prepare students for the life of a hunter.

Adam came dashing back whispering into her ear. She did not change the way her face looked when he talked to him. She nodded before talking quietly so Ozpin to not hear what she was saying. That was if it was not for the fact Ozpin learned to read lips during his career as a huntsman.

"Good to hear" He read from Parasoul's mouth. "Tell them we will begin our assault at noon. We can't wait till three to many pedestrians will flood the streets at the student home rush hour." While Ozpin could not see Adam's mouth Parasoul seemed to be asking about him.

"We don't have time to take his meeting now, I will give him a personal invitation to the party we have planned in a few days." She responded as she eyed over to Ozpin's position. Her eyes widened looking at him as she glared at him turning away from him.

Ozpin remained still as he looked at the two's back. He admitted to himself he was somewhat asking for it. All he knew was she planned to do delegations at some form of formal ball. To his shock he saw Parasoul seem to say something and Adam saluted her as she readjusted herself to go and speak with him once more.

"Ozpin, was it?" She asked as she approached. He nodded for an answer. "As ruler of the Canopy Kingdom I accept to listen to what you wish to discuss. I have arranged for you as well as any other ambassadors to come and discuss treaties on the night of the Renoir family ball."

"You are too kind." Ozpin complimented as he politely bowed. "If you must know we are at the ASGL apartment complexes."

"Dually noted." She spoke back as she heard a few gunshots go off. She turned her head back to the building to see a lens flare coming from one of the third story window. "Damn I heard they got their hands on a few sniper rifles." She reached back into her sweater and pulled out a portable radio. "Agent thirteen." She said into the device. Within seconds of the name being said a loud crack was heard as it crashed into the window the sniper was in. "Excuse me." She turned away once again entering the newly constructed tent.

Ozpin, he turned to leave the estimated combat zone wiped the sweat from his forehead. Parasoul was truly a tricky figure to him. Neither of the seemed capable of reading each other. So far though, it seemed to be going mostly to his plan.

 _ **The Bastet's Den.**_

Emerald looked toward the massive complex that sat before her. She angrily grabbed some of the cups on the ground as Mercury at her expense threw his plastic cup on the ground. She glared at him as she picked it up to only see him smile at her.

"Come on, that's not how a host's acts." He said taunting her. He was still on the receiving side of whatever torturing illusion Emerald would have concocted for him by now. That was if they did not lose their abilities when they crossed over.

Mercury leaned back in his chair only to find a sharp edge jabbing into his back side he turned around confused to see a red blade jabbing into his back. He quickly jolted up following the blade in the process. His shock turned to fear noticing Eliza in a bathing suit eyeing him with a sicker looking grin compared to the others.

"Mercury my dear, while she may be in training you should learn how hostess handle unruly patrons." Her calm demeaner with a sadistic look in the eyes was more than enough to scare either of the two. She approached Emerald as she observed how she was dressed. For the most part, she seemed to be doing a standard host look though a little more reserve compared to herself. "I must say, Emerald you may not believe me but you'd be a natural at this if it was not for blindly robbing your customers when they are not looking." She complimented as she slowly reached into the pocket that stored order sheets to show a few wads of bills.

Emerald looked in shock at how she was found out so quickly. "honestly, Emerald It's not hard to piece together who was responsible in fact it is a very simple deduction. You started working here. Being the proprietor, it is my job to keep an eye out for thieves amongst my staff My reputation would be ruined if I didn't." She closed her eyes as she turned to look back at several patrons sitting calmly by the spa room the Eliza enjoyed spending her time in. "Excuse me I have to check on the other one." She said slowly walking pass the commotion.

She was approached by a big bird man person in a blue staff uniform. It was hard to tell his face due to sunglasses. "Horace?" Eliza asked curious

Horace bowed respectfully as he looked at her. "No new news about the Skullgirl yet Lady Eliza. You will be the first to know if anything is discovered."

Eliza frowned looking at him. "Is there a reason you are telling me this and not the client?" She asked her eyes beaming at his very being in an unsettling manner.

Horace stammered a little. "I was wondering if you could inform her." His remark seemed to disappoint Eliza dearly. Horace leaned in as he looked in the direction of the bath house. "She's scary when mad." He was having flashbacks of how he hurt Albus when he reported nothing new."

Eliza rolled her eyes. "Fine I've been wanting to soak anyway." She stated as she made her own way toward the Bath of Tefnut spa room doors.

She entered and used her own blood to form an appropriate bathing suit as she entered the tub of Ra which at the moment seemed to be a sauna. Eliza entered the room looking at inside to see thick masses of steam engulfing the medium size chamber's volume. She entered cautiously not sure what to expect from this person. "Cinder, Darling?" She yelled out curious not getting a response. "Are you in here?" The foggy room was to be dampening to see in. "If you are I need to tell you the good word." She yelled getting ready for what she expects to come next. "Horace had not found any thing on the Skullgirl yet but Albus will make a full recovery so you don't have to hide."

Eliza had to duck quickly to avoid a blast of fire that emanated from the steam. She quickly reformed looking in the direction of the attack. She began to smirk as she entered the haze. She eventually found Cinder sitting in the middle of the room in an empty pool. She has been like this since the Skullgirl's blood left her system. Surprisingly she kept her pyrokinetic abilities when crossing through though Emerald and Mercury were not to lucky. She was certain that her best bet of defeating it was with her own abilities but as Eliza has demonstrated it is a rare form of tainted blood. Most Skullgirl blood is confiscated to the ASGL. With Roman gone she had no real way of getting her hands on it. Since then She had been studying possible ways of winning that would not require it. Her current plan was to find it before it reaches full power.

Eliza looked at her as she was about to supper charge another blast of fire Eliza ducked behind Cinder when she released it. "Easy Dearie." Eliza growled at Cinder "Do you know how much it cost to replace burnt tile?"

Cinder ignored her as she saw the soot stained tile in front of her. She grinned seeing the scorch marks. She turned to look at Eliza. "I think I know how to defeat her." She said grinning maliciously.

Eliza was less than happy to hear it. "That is great to hear." She snapped her fingers as Horace poked her head in looking at Eliza still scared. "Get her ready for her shift. She owes me for ruining the most popular bathhouse." She said as she walked off.

Horace approached cautiously as Cinder looked at him confused. She got ready to scare him until she realized who she was employed to. She decided to come willingly to take over Emerald's shift.

 _ **Howdy lot, hope you have been enjoying the Return to New Meridian arc. I figured I should announce that the net chapter will be delayed indefinitely. Mostly because I have been busy on a new project I am working on with someone. More details on that later. Due to how long the next one is it may be a while (The next chapter literally has four fights I am trying to put good detail into it so trust me it will take a while.)**_

 _ **regardless thank you lot for the support you folks have showed to this project I honestly did not expect to get 10 followers let along 64 but to have 85% of them favorite it. Well that is just something I was not expecting what so ever. It truly something I was not expecting.**_


	27. Unstable Alliances

_**Heyo for those who saw the original post. My apologies found out why the copy n paste method was not great.**_

Ruby looked back at her team as they continued to follow the fight club toward Maplecrest Drive. Her head was throbbing from Ms. Victoria's Teaching crop. She may have fallen asleep but she learned the hard way why Filia claimed Goodwitch had nothing on her homeroom teacher. Her and Yang learned indefinitely. Filia said the students called her Deep Violet, a reference to a fabled vigilante of New Meridian's commercial districts.

At the moment however, the teacher's riding crop was the least of her concerns. Her team needed to master the new world rules that were placed upon them. She felt it in the fight Filia and Ms. Fortune did as a demonstration for them the night before. Based on what she saw it seemed to rely on a form of energy that came only from cheering crowds. She still recalled the feeling from that night. It was familiar yet foreign, Familiar mostly since she tended to get overly excited.

The head of the fight club, a female in very unkept New Meridian High uniform turned around to look at them. "Alright people, today is just exhibitions the completion agreed we would back off once their opponent's ass is on the ground." Her voice held a very commanding tone got all their attention and refused to let it go. "Since we have some fresh meat today they are to fight our crosstown rivals noobies." She yelled looking directly at Team RWBY. "Normally their captain is to join them but since their leader is the parasite infected student, well, they'll have to hope they will play somewhat fair."

Ruby looked around at the cross-town rivals nervously. Many of them looked like tough opponents. To make matters worse she was not able to use the Crescent Rose since it qualified as an actual weapon plus with its sniper rifle feature it was more likely to kill someone rather than subdue. Peacock said she'd get them rubber bullets to be used but until then weapons are not able to go hot unless it was an actual fight or the Skullgirl. "What are we going to do? We're used to using weapons." She asked looking toward Blake and Wiess.

"Pff." Yang blew air through her lips unamused. "Big deal, just punch them."

"Easy for you to say" Ruby spoke up as she looked at some of the other members of the other school fight clubs. "Guess we are up after this group." She said watching a small team of students in a bare-knuckle struggle with their fists and a few clubs with soft pillows duct taped around it. Ruby looked at them then noticed what looked like a staff and a wood sword. She quickly and hastily taped the two together forming a makeshift scythe.

Wiess looked for a weapon to use as well. She quickly noticed a student with a training rapier which she grabbed it quickly to use in combat. She looked it over quickly to see how it was built. It was flimsy built with what could be described as coat hangers and plastic bowl being used as a hand guard. The tip of the make shift blade was held together from looked to be a wad of duct tape. A good portion of the weapon on a less thorough examination showed that Duct tape covered a good portion of the rapier. She looked at it disappointed but since it was short notice she would have to make do.

Blake on hearing got cautious as she began looking for a weapon. She had become use to the versatility of the Gambol Shroud, her own personal weapon. She continued to look around quickly for a suitable substitute. She noticed a baton connected to a long strand of rope. She quickly grabbed it. It may be the hardest form of her weapon to use but it was arguably the best one she could find on short notice.

Yang however was a different story from her other teammates. She simply found a few pieces of card board she tapped around the cuffs of the dress shirt she borrowed from Filia. It may not have been a weapon but since she tended to use her fists all she needed was some arm guards.

The fight club head walked up to the four as they were finishing examining their quick to forge weapons. She looked at them a little amused. "You four got spunk I'll give ya that." She said as her friendly words vanished from the air of the moment being replaced by a foul a vulgar tone fueled by her glare. "But bein quick is only half the fight. Get out there and show us why you need cred." The four were forced to run straight to the middle of the street several students from the nearby schools were sitting around watching the fight. An ice cream truck was sitting off in the distance. It seems to be secretly taking bets however.

"ALRIGHT NEW MERIDIAN RUMBLERS HERE COMES AMATUER HOUR!" A Female announcer shouted out loud for everyone around them to hear. "Today's combatants come recommended from two known skull hunters."

Ruby looked at Blake and Wiess. Wiess noticing Ruby's vacant expression told her all she needed to know. Wiess rolled her eyes as she spoke "Those who hunt for the Skullheart Ruby." She was not surprise she did not actually learn anything from there history lesson today.

Ruby simply nodded as she went to hearing the announcer continue her banter. "Starting from the cross-town opponents. These four came recommended by the purr-fect combination of beauty and lethality."

Ruby looked a head at the opponents though the crowd was still in their way. "Who do you think we are going up against?" She asked cautiously.

Yang stood still smiling. "I already know."

"Give it up for Little innsmouth's very own Ms. Fortune's team!" the moment when the announcer yelled her name all of Team RWBY's eyes widened. In front of them stood Team JNPR all dawning makeshift weaponry as well. Ms. Fortune however was leaning on a lamppost with a black eye.

"Jaune!?" Ruby yelled in surprise

The crowd began to do a form of drum roll as the announcer pierced the intense air. "Now for the fresh off the boat home team. Recommended by the Girl with killer split ends. Give it up for Filia's team of misfits." Team JNPR looked at them in shock as team RWBY when Filia's name was mentioned.

Jaune's eyes locked with Ruby in shock at their opponent. "Woah, we can't fight them. They're on our side." He stammered though the crowd deafened his plead to the point only Pyrrha heard him.

Nora slide right next to him. Her appearance was different for starters her hair was hiding under a fedora and there was a cello case strapped to her back. Given how this was out of the ordinary the case was hard to ignore. Blake noticed still that Ms. Fortune was seemingly away from the crowd.

"What's this?" The announcer yelled in confusion. "It seems Filia is missing Could this be a quick match?"

"I volunteer as substitute." A familiar voice came in through the crowd. A person in what looked like a white sweater was seen waving. She got closer to the front causing Ms. Fortune to open her one good eye. She immediately felt the hair on her head, ears and tail stand on end much like a cornered beast. The person that came through the crowd was Cerebella smiling ear to ear without much of an actual care on her face.

"Cerebella?" The announcer yelled in confusion. "Well, there's nothing in the rules so I guess she can." She was clearly unsure of it herself making the crowd both cheer for the increase in carnage but murmur with confusion. "Fighter's take their stance."

Cerebella took center as Ms. Fortune looked at her in the center of the circle. The two stared into each other's eyes. Ms. Fortune with a glazed glare that clearly had discontent for Cerebella. The biggest curiosity is how Cerebella instead of having an anger look was rather happy. To anyone in the area that saw this could tell it was uneasy thig to look at.

"I was hoping for this." Cerebella calmly spoke looking at Ms. Fortune more clearly. She was adjusting her hat to get ready for the fight. Ms. Fortune untrusting of her kept her predatory glare. She may have been silent but the two knew she was listening while glaring in her good eye. Cerebella closed her eyes while still smiling. "Talk with me after the fight, Kay? I have something I'd like to discuss."

"TRY TO SHOW SOME STAR POWER!" The announcer yelled excitedly as she threw herself into the air right as the phonograph began playing a swing track. "AND ACTION!"

Cerebella took the first swing quickly at Ms. Fortune. Quick on her feet she dodge rolled out of the way as Vice Verse's Powerful fist hit the ground. It once again proved to be capable of crashing into the ground and damaging the asphalt. Ms. Fortune removed her arm from its socket to gain an extended reach having it claw Cerebella across the face. She flinched with pain as she made her orange hat reach out and grab Ms. Fortune to smash her along the ground. The impact decapitated her. Cerebella grinned at what she accomplished until Nora dashed pass Nadia's head wielding what looked to be her grenade launcher as a giant hammer.

The swing got intercepted by Blake who tackled her to the ground. Quickly laying the rope she used to hold on to Nora's leg. Nora attempted to strike at Blake as she backflipped away from the massive hammer. Nora quickly tried to get herself free from the rope, every untangling of the maze of lace caused it to get stuck on another appendage. She eventually tied herself up in the rope. Blake took advantage of that by grabbing the foiled blade and yanking hard on the rope sending Nora into uncontrolled spin. What Blake did not expect was for Nora to take advantage of her position. Using her hammer on one end and the cello case as a counter weight she began to spin uncontrollably. The hammer made contact with Blake sending her flying to the air.

Nora was a spinning wrecking ball. None of Team RWBY or Cerebella could get close to the out of control top that Nora and Blake created. Yang Watching it pushed her sister and Wiess out of the way as she approached Nora's swing. She observed it for a second before rearing her fist back. Yang let her fist loose as it landed square in Nora's jaw throwing her off balance. Satisfied she turned around watching her sister take on Jaune.

"Keep your head in the game." A voice called behind her. Yang quickly turned around only to be headbutted by Ms. Fortune's flying head. Quickly followed by a drop kick from her headless body. Yang wiped the dazed look from herself as she looked at the headless body. She began grinning after realizing the punch line of her pun. She stood up taking a general combat stance looking directly at the body. The head dived at her trying to bite her. Yang countered by kicking the head into the air giving Ms. Fortune a view of the battlefield. It did not last as gravity took its course pulling her down from her position.

Her head landed in the middle of a fight between Jaune and Cerebella. Jaune was watching out carefully. He saw what she could do back in Remnant and this time neither of them had aura to protect themselves effectively this fight was in Cerebella's favor. Vice Versa made a cocking noise as it went in for an uppercut against Jaune. He let go of the wood sword and the trash can lid that was doubling as his shield. He lost balance as he began to stumble backwards from the force of the hit that nearly hit him and fell. He regained his sense of his surroundings as Cerebella stood over him. Her grin was showing a malicious joy toward his situation as vice versa cracked it's knuckles. It went in for the finishing Slam only to be rammed by what looked like a banged up looking riot shield. Cerebella gazed curiously at her attacker. It was Pyrrha opting with a rectangular riot shield and a wooden rod.

"what the spartan get up was too Remnant?" Cerebella taunted as Pyrrha just faced her down cautiously.

"Jaune stay close I'm going to need your help." She spoke calmly as she slowly approached the Medici leg buster.

The moment Pyrrha was in Vice Verse's reach Cerebella lunged at the two attempting to wrestle away the armored shield. It was countered by several strong hits to her side from the staff she was using as a weapon. Angered Cerebella's hat grabbed the shield in one hand and tried to yank it away while her other hand used it's harden bulk to protect herself from blows dealt by Pyrrha's impromptu weapon. Unexpectant for the defender, Jaune snuck from behind her and laid a few heavy swings on her forcing her toward the ground.

The crowds cheering was intoxicating to The Remnant fighters since it felt like raw energy was slowly going into them with no stop. Ruby was the first to crack under the energy as she felt a sudden surge in her adrenalin time for her was beginning to slow down or more accurately, her perception of time. She Turned to notice that it seemed Yang as well as the rest of her team were in the same boat the only two who were showing no effects of being effected was Cerebella and Ms. Fortune who had experience dealing with this form of energy.

Ruby could not stand the energy. She looked at where Lie Ren was and took aim. She dashed at him with a very surprising burst of speed. She tripped him with her scythe before spinning into a red blur that vortexed Ren toward her after the initial trip. He felt several powerful strikes before he was catapulted a good eight feet away.

"It looks like Red has shown off one of her Blockbusters" the announcer yelled into the crowd. "Don't know what she calls it but hey better than nothing."

Lie Ren stood up after suffering the hit looked at Ruby in shock. She looked back at him with the general confident smile her sister tended to have especially if she managed a devastating strike. She took her combat stance once more her scythe lying farther back from the left. She slowly approached Lie who was holding what looked like two small batons for weapons since he left his twin machine pistoles at their hideout.

Ruby went in for a strike only to find a cello case falling in between her and Ren. Nora had got in between them. What was more terrifying is it seemed she was what could be describe as drunk on the energy. She pulled her hammer back and Swung with enough force to create a concussive shockwave that towered into the air.

Ruby took the full brunt of the hit. The concussive swing felt as if it hit multiple times knocking her downwards in the process. She struggled to get back up only to see that Nora's already questionable sanity had dropped to the day they wrecked the cafeteria. She now tilted her fedora far enough to cover her eyes as she opened the case on her back. She pulled out what looked to be a gun of sorts. It's black metal body was cased with wood towards the end of the barrel as ridges took over the gun near where the chamber was. The gun's magazine was circular in appearance. Ruby could tell already that this gun whatever it was at the very least was an assault rifle.

"Dance flapper." Nora yelled overly joyed at her situation.

Ruby realized there was not time to stop her or get up and move. She closed her eyes as the gun began to fire. It made a peculiar tapping sound as it fired. She did not feel any bullets hit her however. She opened her eyes in complete horror at what was in front of her.

Ms. Fortune had taken the brunt of the force Her body riddled with entry and exit wounds. The crowd for the most part had scattered from the events that unfolded. Nora finally came to her senses as she saw their feline feral friend fall to the ground in a slump.

"Nora." Ruby said in shock. "What did you do?"

Nora's face was in shock as to her own actions. She killed someone, an actual friend at that. "I-I" She stammered in surprise from her own actions. She fell to her knees in fear to her situation. "I'M SORRY!" she yelled in sorrow toward it.

Cerebella walked up to Nora putting her hand on her shoulder. "Better luck next time." She said calmly as she began to approach the motion less body. Everyone there looked at her in confusion. They recalled her sawing how she hated the cat burglar in the past from the way they acted but why was she acting this way toward her.

"Better luck?" Wiess glared angrily at her nonchalant nature. "If you had not noticed She is dead right now." She pointed toward the same body the circus performer was approaching.

Cerebella stopped and turned around looking at them with a lack of amusement. "Black Dahlia, the greatest assassin in the Medici Mafia couldn't kill her. What makes you think some girl with a typewriter could do better?" She began to consider the track toward the body.

Ruby looked back down confused at the limp body in shock. Her body was regenerating where bullet wounds were. "What's going on?" was all she could muster as she began to stand up and back away from Ms. Fortune's body. She had seen her regenerate from severed limbs but she took bullets on every section of the body at least once and she is somehow healing from that.

"As it is, this cat is wanted for robbery." Cerebella said unamused at Ruby's reaction. "The item in question was a rock of some sorts called a life stone." Pyrrha looked up interested as she spoke. She remembered the cat thief telling this story before. She began to listen more intently as Cerebella continued. "Unfortunately, the item cursed the damn cat to have more than just nine lives."

Ms. Fortune's body began to twitch as it started to stand back up making everyone look in surprise. "That hurt more than I thought." She Grumbled as the rest of her wounds healed and lead bullets that were lodge into her fell to the ground. Her few minutes didn't last long as her torso was ripped from her head, arms, and legs from Nora's tackle. Her head hit the ground with a decent sized thud. "Damnit!" She hissed as she tilted to where her body was now lying.

"I am so sorry I don't know what got over me." Nora pleaded as tears were rolling heavily down her face from her shame.

"It happens. Why did you think I took the full force of it?" She said while trying to get her limbs to reattach. Her ears perked as she heard footsteps running in their direction. She tilted her head to see Filia dashing toward the area.

"I heard gunfire clear from the school. Is everything alright." She yelled as she quickly approached. Filia slowly began to back away when she saw the Typewriter on the ground. "Who's is that's" She asked her hand shaking as she pointed at the gun.

"Nora found the old defense Stache. "I honestly thought it got destroyed the night of the raid but guess it was not the only thing that bitch forgot to do." She said grinning as she finally regained eyesight in the eye that was blackened earlier. All of team Rwby looked at her confused as to why she didn't do it earlier since it seemed she was immune to being killed. "The rapid regeneration only works if a vital organ is obliterated. That's when this life stone ability kicks in also dire blood loss."

Filia flinched a little as she said that. "I did not need to know how you got it to work." She watched disgusted how her body was reconstructing itself. She looked toward Ruby. "I see you were part of amateur week. I forgot about it that was my fault." She bowed her head slightly embarrassed how something like that was forgotten by her.

"It was a lot of fun." Yang spoke still raring for an actual fight. It obvious to tell that New Meridian has been more of a vacation to her than an actual mission much to some of the more serious people in the group.

"Yeah I remember watching this clumsy one fight for the first time." Samson spoke up overly reminiscent of the past when he first took Filia to train with these people. It was not much to say since she had a rather humorous beginning.

A few weeks after waking up with Samson and little idea as to who she was Filia. Was attacked as she was heading to one of Samson's numerous acquaintances. That day Samson decided that she needed to learn to fight and tried to train her. The results were less than stellar. It was the school's fight club that trained her to take advantage of Samson's combat experience. It was there how Samson discovered while she was not like one of her more favorite hosts she was faster on her feet in comparison possibly more agile in comparison as well. It was what made the two build their partnership from one as offense the other as defense.

Stomachs began to grumble as the group looked at the carnage in the area as well as sirens off in the distance. "We should probably get a move on." Filia stated looking at the area around them. "I got cash from the school so I think I should show you some actual New Meridian food rather than tou-fo." Ms. Fortune looked at Filia little angered at her statement but shrugged it off.

Cerebella raised her hand excitedly "I'll chip in to." She declared as she kept her eyes closed. The group began to leave when Nadia's clawed hand grabbed her shoulder. "Don't think I forgot Ms. Fortune she said turning to face her." Nadia seemed slightly uninterested in whatever she had to say but seeing as she started the meeting she might as well hear what the knee breaker has to say. "There comes a time in all of our lives where we need to bury the hatchet between rivals." Nadia raised her eyebrows confused at whatever she was going on about. She stayed quiet to let her speak her piece. "That is why I think given our circumstance we need to do the same for the benefit of the both of us."

"(She has a different reason for this.)" Nadia concluded un amused. "Cut the crap and get to the point." She blurted out as she began to walk toward the group that was now a block an away from them.

"Harsh." Cerebella stated disappointed she continued to walk as she tried to think of the best way of explaining herself. She sighed as she decided to be blunt with her arch enemy. "I need help breaking into the Medici mansion." Nadia shook her head in disbelief as she said it. "I saw the photo of the missing heir to the family. She looks familiar so I want to check her room. For clues."

Nadia closed her eyes. The risks where great but it would the first time in half a decade their house got infiltrated. "It won't be easy" She spoke calmly. She opened one of her eyes to look her in the face. "How do I know if this is a trap?"

Cerebella feared her asking the question she knew would go through her head. "I can't say anything here that you will trust." Her sincerity leaked out of her voice in shame at the fact she knows this is a tough one to answer. "My honor as a circus performer is on the line here." she blurted suddenly.

Nadia shrugged unamused "A magician's best secret is always in deception." She stated bluntly.

"I will buy you food." She tried to bargain.

"No way I remember the last time you gave me a cheese burger." She yelled angrily at her. It was clearly a sore subject for the both.

"Is there a way to prove it?" She asked defeated.

The Cat Feral looked into the air thinking to herself before grinning evilly. "Give me your hat." She said with little remorse toward her.

Her eyes widened in shock before turning into anger. "Well forget it! I don't need your help." She shouted angrily before covering her mouth. Nadia had a slightly sadistic smirk on her face.

"Well I guess our hatchet got what it axed for." She said turning toward the rest of the team.

"Wait." Cerebella panicked. Nadia turned around thumbs in her belt loops. She sighed in defeat. She took of Vice Versa and looked at its skull before handing it to Nadia who kept a straight face. She looked at the ground knowing she lost.

"The penthouse covers the top six floors correct?" The feline's voice came from behind her it's tone less hostile than previous encounters. "Meaning garmented twenty to thirty guards. What we need is a diversion." Cerebella looked toward the voice and saw Nadia spinning the hat on one of her claws.

"The tournament." She blurted out in realization. Nadia eyed her confused as she began to rebalance herself. "Beowulf is returning to the arena in an armatures welcome tourney. winner is said to be getting information regarding the Skullheart's where about."

Nadia grinned "We're going to need a third body on this job." Cerebella looked trying to think of who. "As they all say these things can use a feline's touch." She said tilting the performer's head toward the Blake who was unaware of any of this.

"Her?" She asked confused as Nadia nodded her head. "Okay can you ask her. I have bad luck with cats." Her statement made the cat thief chuckle as she began to move ahead of them.

Before leaving Nadia dropped something on Cerebella's head. She pulled it off confused as she realized her weapon Vice Versa was on her head yet again. She grinned realizing that while they were not on easy terms it seems what she did had earned Nadia's trust even if is about as stable as a condemned bridge.

 _ **Elsewhere.**_

"Guys?" Yang yelled confused as to where they went. She got distracted by the police cars that she never saw them dive into an alleyway back a few blocks. She was not fully sure where she was either. "Hello?" She yelled out again. She wasn't exactly scared but her predicament was unnerving. She kept feeling like she was being watched. "I swear if it's some creep." She mumbled to herself as she continued her way through the alleyway. Her ears picked up on a noise of someone running at a fast pace. She turned around to see a IBM flying square into her face.

Yang hit the ground dazed from the hit. "What the?" She asked getting up. A shadow of a well-endowed female was coming from a nearby alley. She glared at it a second before noticing that it had a IBM. "Oh?" She began to walk into the alley to see whatever was creating the shadow left leaving the IBM in the middle of the alley. She could tell already it was a trap. She approached anyway as the running came again this time however she was prepared and turned around punching her stalker in the face.

On the other end of Yang's fist stood a woman that wore a tight doctor's jacket. Her face was covered by a surgical mask. Completing the nurse theme was a nurse hat on the top though it was purple rather than red. Yang looked back at her attacker's jacket noticing a name tag covered by blood. On her back, she seemed to have a bone saw of sorts. Whoever this was she clearly was not friendly.

The mystery Nurse jumped back looking Yang over with her one red eye since the other was under a medical bandage as if it were an eye patch. "Intressting." The nurse spoke calm cold and clearly calculating. "You evidently are trained. This makes my job more difficult."

Yang glared at her not sure what to make of her. "Who are you?" She questioned keeping her guard up.

"No one special. I doubt your much into formalities based on the way you dress for school. So, I should keep this simple." Her tone while dark clearly was experienced in combat. Yang could tell it would be best to focus on taking her down fast. "I'm taking you." She simply responded.

Yang tilted her head confused as she slowly put her guard down as the nurse charged at her. She responded by ducking under the attack and counter with an uppercut to her shock a body bag was left in her place. She looked left and right for her before a sharp pain came to her side. Yang looked in confusion as she looked at the needle in her side. She looked around confused as to what happened. She then realized something burning under her skin. The same energy from the fight that she did earlier.

The Nurse struck Again into Yang's back. He sighed in annoyance as Yang reared her fist back at the woman. "Untrained, unfocussed, and hard to put down." She groaned as she took the hit sending her across the alley. She got up holding her arm even more annoyed "It's eighty-seven all over again. Maybe this time Brain Drain's counter measure won't screw up." She was not happy about Yang for some reason.

"Eighty-Seven?" Yang mumbled to herself before recalling what Carol had called herself back on Remnant when asking about life in the cities. "You know Carol?" She asked looking at her in confusion.

Before Yang got an answer, another dart hit her arm. She looked at it before falling to the ground. It was a very strong anesthetic. Before Yang passed out she saw the Nurse walk up to her. "My monsters are none of your business." She said while leaning down toward her. "But don't worry, Experiment Eighty-Nine. Experiment eighty-eight is to target your friend with the living hair before you get a chance to fight Marie."

With the rest of her energy depleted, Yang's world plummeted into a dark dreamless sleep.


	28. A Bad Stain

Ironwood continued to watch Oobleck study the multiple books in what was set up at a coffee table in the apartment complex ASGL used primarily as a front. For a few hours, the crazed anthropologist had rummage over history books, parasitology, as well as advancements in their own fields of research. Carol recently joined him apparently around the time the professor started it would be close to the time she went to school for the day. Course when you were transformed into a monster like her schooling comes close to meaningless. He watched still surprisingly melancholic toward the science experiment as he turned to look at the dozen on monitors as well as Peacock on a duct taped sofa watching multiple monitors at once. He admitted being envious of Peacock's Argus' system parasite. There was a multitude of uses for such a weapon. But at the cost of one's limbs may be considered too high of a price.

Carol quickly grabbed her head in pain. Oobleck looked concerned getting ready to dodge should she go berserk. "getoutgetoutgetoutgetoutgetout" She grumbled to herself continuously with hostility foaming from her tone. Her eyes began to glow a very bright shade of red as red electricity began to pulse from her body. Eventually her muscles which tensed up hard enough cause any normal person physical exhaustion eased up a little as she returned to her normal nature that she had striped for back on Remnant.

Oobleck looked cautiously since he wasn't sure which one was in control. "Ms. Carol?" He asked cautiously. He jumped back a little when her head jolted upward looking at him. She simply nodded as she put her head in her hands to ease relieve the pressure on her neck.

Ironwood watched still feeling sorry for what has become of this girl. He turned around to see Peacock staring at him or more accurately Carol. She sighed a little almost as if in relief as she turned back to her shows.

Ironwood looked at her curiously. "The way you just acted." He asked curiously "Did they used to have her subdue her?"

Smoke began to emanate from the front side of Peacock's top hat. She must have just lite a new cigar. "Subdue is a light word. They wanted me to eliminate her once Parasoul dragged her down here. Unfortunately for Windmill over der, the doc found use for her." Ironwood looked curiously at her. As she took a few more puffs of her smoke. "Turns out who ever did that to her was one heck of a genius, somehow infused her with the Gal Boloney mattress or something." Even Ironwood could tell that was the wrong name.

"Gae Bolga Matrix Peacock." Avian said as he walked toward the group checking on the divisions. His eyes saw Ironwoods stare. He sighed a little before looking back at the experiment that was with Oobleck. "Credit needs to be given where it is earned however." He spoke as he faced Carol. His statement perplexed Ironwood as he looked at Carol.

"It seems those few weeks in your world actually did her some actual good." Avian continued to speak watching her read. "Painwheel never was all that open with us. Actually, she tried to kill multiple member's our staff." That fact Ironwood heard did not surprise him. "Yet a few weeks where ever you're from made her gain a much stronger mental resistance." He grinned a little looking at her progress

"It's probably because this Brain Drain did not have a grip of her head in our world." Ironwood's blunt tongue was not exactly welcome but it was a logical conclusion.

"Probably I have no idea how strong his abilities are." The director admitted while scratching the back of his head. "regardless it is a welcome improvement. " Ironwood glared at him slightly but eased off thinking back to the damage she caused.

Motion stirred from behind Ironwood and Avian causing the two to turn around and face Peacock's den. She was shaking in disbelief at something on the monitor. She glared at it intensely until her teeth cut the bud of the cigar in two. Avery poked his head from under the top hat in shock. "Damn." She muttered disappointed. "false alarm just that dumb nun again." Her interests declined as she slumped back into her chair continuing to watch the monitors disappointed.

Ironwood's eyebrow raised little confused. "Again?"

"Yeah, ever since we got back she's been indulging herself at that black dressed woman's old stomping grounds." Her arms spread across her sofa as she continued to scan the other monitors.

"A regular perhaps?" Ironwood theorized examining the blurred image.

Avian looked toward the screens curious as well. "No way with that kind of outfit. The church of the trinity has an extremely strict code."

"Intriguing." Oobleck shouted as he dashed behind the group scaring Avian. "I will need to investigate this world's religious values on the next visit." He took several notes of the nun's clothing before moving back to the desk where a confused Carol sat blankly staring at the location of the missing professor.

Oobleck sat down upon his return to the table noticing that Carol had dawned her mask and was sharpening her blades. His insight into the situation did not take long to decipher it seemed like she was about to leave. Normally he would question a student about to walk off but she seemed like convincing her to stay was out of the question. As she left she tilted her head toward a fractured picture frame. Her gaze clearly studying it as if a feral creature was on the hunt. She snapped out of her glare before heading toward the sewers.

Curious, he stood up and dashed straight to the picture. He looked at it complexed by it until he realized Avian and Ironwood were watching this unfold. Avian's face however, appeared to be in slight shock. "Oobleck was it? Bring that here." Before he could blink He was right in front of him causing him to jump behind Ironwood a little as he grabbed the damaged frame. His eyes widened in shock as he looked toward the door Carol exited from. "Impossible." He said in shock.

Ironwood looked at him with caution. The portrait consisted of five women all in nurse clothing. He looked at Avian expecting some form of mushy love-sick teen type reaction but he saw only fear in the director's gaze. "Who are they."

"Last hope." Avian's voice was struggling to remain calm. Ironwood's face turned to one of confusion since he only had had a story. "I may have constructed the Avery Unit but their abilities mean shit compared to them."

The general looked at the director with confusion "So they were soldiers?" it was the only way he could process the remarks he heard.

"No, worse." Avian's hand started to tremble as he gave the photo back to Oobleck. "They were a unit of one-man armies. Trained in almost everything to near deadly perfection. Black Egrets wouldn't dare challenge them head on let along in an ambush tactic."

"Let me guess." Ironwood assumed based on everything's purpose inside ASGL. "They were here to destroy the skullgirl."

"Destroy with extreme prejudice." Peacock finally spoke up again slightly annoyed. "Now Scram will ya?" She bellowed from her couch angrily as Avian nodded and gestured for Ironwood to follow him back to his office. Oobleck following close behind.

"Can you tell us about what her reaction was all about?" Ironwood asked curious about the answer.

"I don't know." Avian muttered as he dug through a pile of old newspapers. "All I do know is Last Hope was infiltrated shortly after the new Skullgirl appeared." He held up an old newspaper from under a year ago sliding it across his desk. Ironwood picked it up as he and Oobleck read the heading.

 _ **ASGL OPPERATIVES FOUND DEAD!**_

In a shock of fate last night, the five combat medics from ASGL officials where found destroyed in one of their multiple safe houses. Officials have no idea how the location was breeched Before police could investigate the ASGL came in with their operative Big Band to investigate the crime. As it stands no news was reported.

Ironwood glanced back up at Avian. Interested in Big Band's report. "The way Big Band figured it was a two-person job." He poured a strange liquid into a glass as he sat in his chair a solid decompression of air exhale from the seat. "His guess was it were the two bodies not found that night; Infiltration expert Halloween and second in command Valentine." He took a swig as he thought. "The problem was Halloween seemed out of touch days before the attack."

"A sign suggesting, she and Valentine where in cohorts in a mutiny gone wrong?" Oobleck questioned looking at the five in the photo.

"That was the official story." A Smooth metallic voice stemmed from behind them. Both turned around seeing them looking at Big Bands massive frame. "In actuality, Last Hope was compromised."

"Compromised?" Ironwood began to get concerned.

Big Band nodded as he looked at the article. "At the time of this event it was obvious that Valentine was secretly working with Brain Drain but the kick in the head came from this note. Halloween was dead months before this happened." The two Travelers looked at him in shock as he looked at the old photo in Oobleck's hand. "At the crime scene, there was one clue I kept hidden from all but the Director."

"Blood that emanated blue fire." Avian spoke up as he was on his second cup of the liquid.

Oobleck glanced in shock at this. He recalled reading about some of the Properties of that kind of substance. "You mean. Her."

"The one and only." Big Band's grim tone made it unsettle. "And with Pai- I mean Carol's mutterings I'm betting Valentine only joined her so she did not become one of her more compliant minions."

Ironwood looked concerned. "You mean she went rouge because of this monster."

"You stepped into a world where monsters can affect your very living of life General. Best you watch who you trust." Big Band's cold gaze affected his statement more than it should but his point was solid This world used monsters to fight monsters whatever they be litter al of parasitic. "The question is what is this one's endgame?"

Oobleck got interested as he continued to read the article. "The Skullgirl's endgame?" The walking brass section once again nodded. "Wouldn't to be to destroy the world?"

"Usually, but this one is crafty." Big Band admitted realizing that there was no way to fully predict this one. "She has not actively caused a ruckus outside of the surges of her energy that accompany a power boost. She is bidding her, time waiting for something. And I think Valentine's the scout in all this."

"Then how does Brain Drain fit in?" Ironwood questioned looking at everything.

"He doesn't." Avian realized as he looked at a drawer he left project Shamone in. "He has his own objective." He concluded

"Bingo." Big Band responded, "The question for both the Skullgirl and B.D. is what?"

 _ **The streets of New Meridian.**_

Emerald gasped with relief once she lost Albus, in Eliza's club and slipped onto the streets of New Meridian. She had been cramped in there for a week or more since arriving in this new world and dealing with the strange locals. Her mind the last few months have been nothing but a discomfort moment for her. She began to simply just do what she did back as a street rat on Remnant, look for people to steal from. Granted it is much harder now ever since their abilities have strangely shut off.

Annoyed, she grabbed the sides of her face and tugged a little on them trying to get the exhaustion out of her eyes. The entire time reflecting on where to go first. Eliza did not exactly pay well, considering her and Cinder to be nothing but part time service which made sense since they were here for only one thing. On the bright side, she was allowed to keep the tips she made.

She was not paying much mind to her surroundings when a strange noise came from behind her. Before she could react, she found herself on the ground in a decent amount of pain. She opened one of her eyes in pain to see a blue bicycle on top of her with a blue skinned girl off to her side on the ground rubbing the back side of her skull. She looked to be around the age of someone attending a hunter's academy on Remnant. The noticeable features on her was the strange fins that covered her arms and back of the head. She looked toward the bike and her face turned to one of embarrassment.

"I AM SO SORRY!" She yelled embarrassed as she ran up to Emerald and lifted her bike off her quickly looking it over before looking at the woman. "I was running late from a delivery I did not expect you to be there." She was blushing with embarrassment as she spoke.

She could tell already that this delivery girl probably didn't have much on her "It happens." She muttered as she leaned against a light post. "So, what's your story?" curious looking at her appearance.

The girl looked at Emerald confused. But shot wide open immediately when two figures appeared behind her. "Them." She squeaked out as she slowly made her way toward her bike.

Emerald turned around to see a scrawny looking man with a goofy mustache looking directly at the two of them. He was grinning as he observed the two. He pulled a greased comb from his coat as he began to redo his hair. "Well looks like I got lucky today. Two dames in the chase of one." A portly man followed behind him.

"Riccardo give it a rest already. Recall what happened last time." The slightly heavy-set man spoke already concerned since Emerald's appearance was giving him a bad case of déjà vu.

Riccardo grinned as he looked back at this man. "She isn't no feral Lawrence. This will be a cake walk."

Emerald began weighing her options she turned back noticing how scared the teenager was of the person. She was scrambling to grab her things and get them on to her bike. She rolled her eyes in annoyance as she round kicked Lawrence in the side of his gut then pushed him into Riccardo knocking the two prone. She then grabbed the amphibious girl and began dashing into a nearby alley. She covered the teens mouth as the two hides in a dumpster, a hiding spot the girl did not view as favorable. She turned back closing the lid of the dumpster hearing two sets of footsteps dash past the dumpster. The two breathed a sigh of relief.

"That's one I owe you." the girl spoke up after a small amount of time passed.

Emerald just smiled trying to keep her disarming façade first though she was annoyed by this girl. "Who were they?" she asked curious.

"Just some of the day to day scum you see here. I'm not like my friend who always goes on adventures." The girl spoke trying to keep her apron clean.

"Sounds tough actually." Her response while blunt was true in this situation "You can't rely on your friend forever you know."

The girl nodded in acknowledgement. She looked at her curiously Emeralds eyes. "You look like have something troubling you." she stated as she watched Emerald face look in surprise at her observation. "I'm a waitress, I have to read people all day." she stated as she looked at her. "And seeing how I got you into this mess, hearing your troubles is the least I can do."

Emerald looked at the person puzzled how she can be panicked one second but calm the next. She concluded that it must be a daily thing. She thought on it. "Guess it doesn't matter." she muttered loud enough to for her new acquaintance to hear. "I've been doing a lot of traveling with my boss. More so than recently." The girl nodded quietly listening to it. "This new client we have well I did not trust her but she proved to be true to her word."

"What did this person promise?" she asked curiously.

"A chance at a very big deal even had a free sample to boot." Emerald responded looking this fish like person. "Ever since the sample wore off she became addicted and I fear what will become of her."

"You know the name of this drug?" she asked cautiously.

"It was blood of a very powerful being." Right then as Emerald spoke the blue girl's eyes widened.

"Skullgirl blood?" She spoke in fear. Before freezing up and looking at her puzzled "They bleed?"

"Apparently." Emerald spoke non-caring. "I'm not familiar with that thing." Emeralds eyes darted toward the crack in the dumpster. "I don't know what to do."

"Wish I could give you advice but as my friend told me once." The girl spoke before popping the hood of the dumpster open "sometimes you have to trust the idea that they may not be your friend until they take a bullet for you."

Emerald grinned as she heard that. "Sounds like an idiot."

The girl nodded "Maybe, but she means well." She turned back toward the plaza before stopping. "If you're hungry sometime stop by Dak'kull Dubu in Little Innesmouth. Your meal is on me."

Emerald nodded before realizing something. "I never got a name."

"Oh right" She turned around quickly. Turned around. "My name's Minette." She yelled back before disappearing into the crowd.

Emerald looked at the direction of the fish person curiously. "They may not be your friend until they take a bullet for you." She muttered while thinking on what she said. She never thought much on Cinder often just loved the amount of mischief she got to cause and get paid for to boot. Cinder however often kept her in the dark. It was not until a long while after she got the fall maidens powers did she introduced her to the real ring leader Salem. But even now she doubts Salem could handle the threat of a Skullgirl if Cinder was only at a fraction of its strength on Remnant. She was left perplexed by the thought as she slowly strolled the bustling metropolitan streets of New Meridian thinking on her choices so far.


	29. House Call

Yang's head throbbed with pain as she returned to the land of the conscious she could not recall much of what happened to her expect she gained the urge to split off from her group and trail into an alleyway. He vision was dimmed from her forced sleep, but she could tell that she was strapped onto a metallic table of sorts. She tried to make out her surroundings but couldn't still from her light-headed disposition.

"What happened?" was all she could muster to herself. "If this is what my Uncle goes through then I need to tell him he needs to stop." Grumbling for her was all she could do. Not able to move her arm to cover her eyes was not a very pleasing feeling. Especially with seven flood lights like lamps pointed directly on to her.

She moved her head to help somewhat shield her eyes. What it did not help with was the ringing. It almost as if she was hit by a flashbang with how everything was to her.

"….ak…" a muffled voice came into her hearing range as a barrage of purple blue and a whole lot of white began to appear in her blurred vision. "Goo….mak…..y…ob easier then." The voice came into focus. She recognized the voice.

"What did you do to me?" Yang demanded glaring at the figure still completely shrouded in the haze.

The figure ignored her as it got larger approaching her. "Female, Blonde, five foot eight inches, an estimate of one-hundred and forty pounds. Estimated measurements…"

"What do you want with me?" Yang demanded. Cutting off the blue haired woman in anger.

"Subject displays emotions of anger when never getting her answers, charming." The figure began to make a more defined shape. She was a woman that would rival goodwitch's height with a surprisingly toned body trained for dexterity rather than strength. Yang was not exactly a reader but based on her small incursion with this woman her fighting style was similar to that of Lie Ren or Blake.

The woman continued her notes in quiet humming to herself before looking back at Yang. "Subject is compatible for experimentation." She spoke up her one eye never left Yang's face. Her pupil dilated back into her head for a minute as she grabbed onto one of her ears in annoyance. "You were the one who demanded a new subject." She spoke out angrily as she remained standing.

Yang still confused as to her fate glared angrily at the physician as she spoke to seemingly no one. She began to look around confused since there seemed to be nowhere for a person to hide. She began to suspect the she may be using a head piece that the goons at Junior's tended to wear so they can organize their ranks or out flank rowdy patrons.

Until she realized her entire time here she has never seen the kind of technology of New Meridian that could suggest that such equipment could even exist. The entire time she has been in this world she had never saw a single micro radio.

The nurse turned back to Yang confused until realizing that to her she looks possibly mad. "Great." She sighed in annoyance. "Another one thinks I'm terminally mad. I don't have time to go through the whole deal of breaking her." Her tone still very apathetic as she went to a table covered with a handful of random tools. She turned around and looked back at Yang She stayed there for second looking at her. "Normally, breaking a subject's will is my job. If Brain Drain wishes to rush the process, then he can break you himself I got two other appointments to keep." She went and left without another word.

Yang looked around the room still blinded by the surgical light. Her head began to surge with pain, the Migraine was moving throughout her skull affecting every part of her as it moved. It passed the back of her head making her loose vision for several seconds before being blinded yet again by lights. The Migraine then moved toward the center of her head her mind began to race realizing she began to feel extremely cold.

"So, you are what Valentine brings me to work with." The voice was calm almost calculating. Yang shivered because the voice seemed to be almost as it was coming from her own mouth. "Let us see what can be done." The pain began to move toward the center of her head. "Start with memories." This entity known as Brain Drain spoke still calm.

The area around Yang began to melt into blackness as her vision showed an almost distorted reality of a scene not too long ago. It looked to be a high end looking night club, the patrons where all dressed eccentrically. She looked to her left to notice a familiar portly man glaring at her.

"Junior?" She asked looking at him right as her face was pounded from the left. She hit the ground confused as she got back up seeing the assailant was one of the random grunts that was under his employ.

Yang gritted her teeth as she stood up looking at the man. He is a two-piece suit that was designed to match the color scheme of the club's main floors and pillars much like she remembered. The face of the grunt however was altered into a disformed image between the grunt she was thinking of and a robotic head with a few spikes forming from the top of his for head. The hair took a more glass like appearance as the figures brain can be seen.

"Curious" the figure that Yang began to guess was just Brain Drain manifesting himself within her mind. "Your mind's most recent recollection was of this moment." He said as he approached her. Yang glared at the figure waiting to see what he will do. "I hardly recognize this place, to be expected I suppose."

"You need to get out more." Yang growled angrily at him as she went in for the strike. Brain Drain's image diverted from the guard to a more accurate representation of himself. He dodged the strike by disappearing and reforming behind her.

"Perhaps you should cherish your memories. You naive girl." His tone boasted of arrogance "After all you are about to lose them." Yang turned to see that the bar was beginning to be erased not just in visual but in her own conscious.

The vision altered again to an alleyway this time in New Meridian. Yang knew exactly where they were. "My first time encountering that nurse." Her own voice shot through the air as she thought on it. She looked around confused as to why it happened.

"So, this is a dire moment for you in the past." Brain Drain's voice merged with Valentine's as his figure began to take her place. "Fitting as it will be how you are ended." His figure re-shifted back to Valentine as the fight happened again. Yang dodged the bone saw she was brandishing as she punched her hard into the wall. "It seems you are not easily broken." Valentine's voice was slightly irritated as she quickly did multiple slashed into her body and crashing her into a metal door.

Yang opened one of her eyes only to see a high heel come crashing into her throwing her through the door. Instead of a door or a wood floor though Yang found herself on the side of the road. Crowds cheering for a fight that quickly became silenced and revitalized in screams of fear. She already knew where she was.

"DANCE FLAPPER!" Nora's voice could be heard in the area as she looked up to see Nora pointing what Filia called a typewriter in her arms aiming directly at Ruby.

"Vulnerability." Brain Drain's voice sneered sinisterly as he watched the scene play out. Yang stayed quiet as she watched her friend and Punster in crime Nadia take all of the bullets. "Good." The entire scene froze as the last bullet left the gun Nora brandished. "Why was this Feral so important to you?" he stopped and turned around noticing a red cloaked girl. "I see." His voice quieted out as the area melted again.

Yang opened her eyes, she looked around confused as she saw a wagon with a toddler in it. Birds chirped as she looked around in fear. She knew this place. She was several sizes smaller than she was used to. She swallowed hard and walked forward. Right in front of her stood alone cabin. Terror hit her right then confirming what she was hoping it was not. She crept forward slowly watching for movement. Looking at the sky an ominous mix of red and black as if the sun was setting.

A heavy thud could be heard from the cabin. Her hear began to race as fear over took her. A gigantic black paw stepped out of the cabin. She knew what it was.

An Ursa stepped out of the cabin breaking most of the door in its entrance as it roared and charged at the two. Yang impulsively went to push the wagon with her younger stepsister in it only to find it missing. She franticly turned around just to see the wagon completely destroyed.

Yang's pupils dilated in complete shock at the scene as she fell to the ground as darkness to the area.

"There we go now we shall start the process without any farther resistance." Brain Drain spoke with no care as he began to move away from the defeated Yang.

The Forrest curiously stayed to his shock. Brain Drain looked left and right and noticed the mental resemblance of his victim was missing. He looked around this got him concerned as he realized she was missing. Memories began to fade back to an experiment done nearly a year ago with one of the other test subjects that was taken without consent. His own impatience made him rush this process to weaken the patient's will or, so he thought. The actual personality rather than act like a drone still lived inside her husk of a monster. He began to scan the rest of the brain looking for her.

 _ **Elsewhere**_

"This is the one area where she would have left from." Filia confirmed as she looked through the alleyways. "How did she go unnoticed though?"

"Never underestimate a blonde kid." Samson spoke up unamused "Especially the kind that are act first think later."

"You're one to talk." Filia muttered as she looked down the alleyway. It was one she on a few occasions hide for a few hours when police had what was called parasite hunts, but she never went through the alley all the way. She turned to look back at the rest of Team RWBY and JNPR since Cerebella volunteered to get take out for them as they searched for Yang.

Ruby entered the alley first looking around as she saw what looked to be a few strands of yellow hair on the ground. She could tell quickly who's it was. She ran farther into the alley only seeing it split off in another direction. Needles and scalpels littered the ground to her surprise she continued in seeing a slightly bent medical device used to transfer blood to patients when in need of them. "Spread out and find clues."

Blake was the first to begin investigating the area. She walked toward an area that had several dented trash cans and a cracked brick wall. She could tell this was not the assailants since Yang was good at close quarters fighting. She was not sure how she lost the fight. She noticed an unbroken syringe filled with a purplish liquid.

"Anesthetic no doubt." Nadia said coming from behind her looking at the same vile concerned.

"You know who would use this?" Blake asked with slight hope for a lucky break.

"Sorry that's as far as my medical knowledge goes, Hate the doctors." She responds uncaring looking through the ally. "I can try to call up some people that owe me a favor or two to see what they can give but I need to ask you about something while I look it up for you." Blake never liked people like this, but she could tell Nadia did care about Yang quite a bit since the two shared a mutual love of puns.

"What?" She asked reluctantly.

"I may not be good at reading people, but I know a thing or two about spotting someone with a shadier history." Blake's eyes widened as she spoke but at the same time she knew to some extent that the feral caught on back during their sparing match. "As it turns out, mutual frie- I mean, acquaintance Cerebella wants help solving a mystery in a building she needs a hand infiltrating." She seemed rather uncaring about why the circus performer asked she already guessed it was because of the need of someone who knew about stealing and breaking and entry. "Thing is it's a three-man gig."

Blake seemed unamused about the question, but it did not help the feeling that she was being forced into an agreement that she could regret. Fortune could tell this easily just watching the way she looked toward the ground with high hesitation. She already knew more than likely Blake was not interested. "And if not, I'll look call them anyway." Blake looked at her confused as she began to walk away. "Its what friends do." She responded grinning twisting her head back forwards, so the stitching could reform.

Ruby, Wiess, and Filia were looking at the area they guessed was Yang's last stand before falling unconscious it did not appear to be a fatal injury from the lack of blood. Wiess looked at the scene angered as she looked at the leader of this expedition. "Why did you not warn us about this?" She demanded facing Filia who began backing away nervous.

"I, I couldn't have known this would happen." Filia spoke up concerned as she looked Wiess at her enraged gaze.

"Couldn't have known?" Wiess looked at her even more angered "Then perhaps rather than playing tour guide you should of have us focus preparing us for the dangers pf this kind of environment." Filia's face turned from sorrow and guilt to one of complete fear. Wiess never noticed the change nor the reason why. "instead one of us is missing and we don't have a clue as to her disappearance."

"Training is what you want?" Samson's low voice began to snarl as he got ready to fight. Several heavy strands of serrated hair came caving down on Wiess' position forcing her to jump back. Wiess quickly drew her makeshift rapier and got ready to counter act her opponents.

Samson was letting out his battle cry as he lunged Filia forward making her go stumbling to the ground, so he could begin to drill into the ground. Wiess saw this movement coming and jumped out of the way as a new swing came falling on top of her being a tied up Filia plastered in spines. Wiess kicked her off and parried Samson's counter attack.

Ruby could only sit in shock watching the two fight each other right here. She wanted to do something, but she did not know what to do. She turned her head to see JNPR at the entrance of this section of the alley way in compete shock at what transpired between the two. It was beyond her control and she knew it. She turned her head again seeing distance between the two Filia having several scratches on her and Samson was slightly tangled. Wiess seemed mostly unharmed since she had been playing defensively to Samson's onslaught capitalizing on his openings.

The two began to dash at each other again only to stop when an object crashed between the two of them kicking up a lot of dust from the ground. Wiess backed up curious as to what just happened. Filia tripped and almost fell making Samson lose concentration on his opponent and glare at this new threat.

The dust cleared revealing a familiar four bladed masked individual who looked around the area. She looked around confused as to who on earth did she just encounter. Carol had crashed into the alley unintentionally. She looked left and right realizing she was surrounded. Her figure took a combative stance only for her to freeze halfway through seeing who it was that surrounded her.

"Carol." Ruby spoke up exited that she somehow ended up breaking the fight between Filia and Wiess.

"Hey?" She tilted her head confused as to why they were here. "Why are you guys in an alley?" She looked around slightly surprised "More off putting (though I'll take it as a positive) Yang is not with you, where is she?"

"Missing." Blake spoke up approaching holding several of the scalpels and needles. "Filia and Ms. Fortune believed this is where she would have taken a wrong turn."

Carol's eyes narrowed on the utensils as Blake continued to explain the situation. Her mind was holding on now, but her rage was continuously clawing at her insides bellowing for freedom.

"Anyway, Nadia said she would get these looked at by a few people that owed her a few things." Blake concluded as she handed them to the feral.

"They're hers." No remorse could be heard from her tone in a way anger had purely engulfed her being knowing exactly what had happened.

"Hers?" Ruby asked looking at Carol or rather Painwheel since her mind had just about been consumed by the side that seeks vengeance.

"Where are you staying?" Carols voice as raspy as it was eerily calm as the blades on her back sharpened themselves against the ground.

"Team RWBY has been staying with Filia in Mapelcrest." Jaune answered looking at the situation. Already knowing that whatever was bound to happen will not be good. "As for my team, we have been staying at one the Fish Bone Gang's hideouts."

Carol just nodded as she looked at a specific direction and launched the strange four bladed weapons skyward toward the wall of the left building.

"Well that was useless." Samson grumbled turning his gaze to see Wiess leaving the Alley. Ruby followed Samson's angle to notice the same thing.

"Wiess." Ruby began to speak up chasing her down only to be stopped by Pryyha. She turned to look at her before she watched her follow Wiess.

Pryyha followed Wiess until they made it to the street that the alley emptied out to. The road seemed unchanged from the moment they entered. "Hey Wiess." She spoke up looking at the street in front of them. "Something the matter."

"When did we get into this mess?" Wiess asked looking at her. Pyrrha tilted her head in confusion as to what she was referring to. "We were training to save the world from Grimm. That was what we were taught. Semblance is what is our main line of defense is. But ever since the start of Beacon we have encountered reality jumpers, parasites, and a dangerous necromancer that is on the loose." The tone was filled with the kind of verge of madness that only exists when she learns the world is crazier than she thought.

"I think you need to talk to the person who has gone through the same situation." Pyrrha spoke calmly leaning next to one of the lamp post. "I imagine that any New Meridian citizen would be going through the same crisis."

Wiess breathed heavily as she turned back into the alley. She noticed that it seemed Jaune was adapting faster than many of the two teams. "How is he adapting to this so well?" She asked looking at the group. She had watched a lot of her team in their sparing often try to take the full force of any hit since they were used to aura being there to aid them in combat as well as their semblance as a form of ace in the hole in gritty situations.

"Jaune never was formally educated in any of the huntsmen prep schools." Pryyha began to explain. "It's why I believe he has been the quickest to adapt to the situation only behind the natives." Wiess did not take comfort in that thought. "Just think of it as specialized training. We are some of the few that will understand our own reaction time as well as find a way to keep up with their combat endurance." The enthusiasm made little sense to Wiess, but she recalled the way most of the New Meridian students seemed to take harder hits a lot better under stronger blows. "Let's go and catch up to Cerebella, I'm certain that she has ordered for us. Plus, the way Filia talks about this diner I think it may be nice to sit back and have a plan of attack."

It was one thing Wiess could agree on as the group slowly approached the center of town.

 _ **ASGL**_

Ozpin stepped out of the elevator to see very little had changed from when he left this morning. He was slightly certain that Oobleck had not left the spot from the night prior or if at all. He was really invested into the study of the Canopy Kingdom.

"So, you meant Parasoul I take it." Avian asked looking at him while reading test results. Ozpin nodded as he passed. "Quite the charmer she is."

"I find people of action to be more honest than talkers honestly." His bluntness remained unsurprised. He walked over to what looked to be the coffee machine. He turned and gestured if he may have some.

"Not our pot." Avian remarked as he jabbed his thumb at the table. Oobleck seemed to ignore him probably unaware of the fact he was being accused. "Brewed it shortly after Eighty" He stopped himself as Ozpin's gaze meant his "Carol, left."

"She's permitted to wander?" He did not expect her to have such freedom with the Anti-Skullgirl organization. "A bit hazardous don't you think?"

Avian smirked a little "Says the one fond of men of action." Ozpin was not exactly amused at him. "Besides we always have a few Avery unit or special forces close by in case of a rampage." He looked at the monitors to see peacock was still glued to the set. "It is curious though headmaster." Ozpin looked at him as he filled his thermostat mug. "I believe if the reason of your visit was on more friendlier terms we would be far more decent friends. We are both a like in a lot of ways after all." A statement Ozpin did not exactly concur with.

"Is that so?" He seemed more intrigued of the madman's claim.

"We care greatly about our worlds and strive to improve it." The professor seemed un focused as he talked looking back toward the laboratory. "Our concern has always been for the next generation ensuring we have ways of guaranteeing our survival." Ozpin listened still contemplating what he heard. "Don't think I have not been doing just research on the Skullgirl, she will be here long after you and your friends leave. I have a lot of time."

"Tell me then" Ozpin began to get curious on Avian's research. "What do you know about Remnant.?"

"Not a whole lot." He admitted straightly. "All I really caught on was the threat of creatures that feed of negative emotions. Creatures like this are not easily wavered as long as negative energy exists." He seemed to understand basic concepts of their worlds disposition to Ozpin's surprise. "That said, I'm curious how your world would be able to endear our world's threat."

Ozpin recalled Oobleck's theories on how Filia ended up on Remnant in the first place. While it was on accident it still a problem he liked to discuss.

Avian took a breath as he looked toward one of the labs seeing Stanley stepping out of it. "Forgive me but I need to aid in the next project so to speak." His voice was rather disappointed his break was cut short.

"Before leaving." Ozpin spoke up his voice never changed from when they first began conversating. "Care to tell me where General Ironwood has ventured of to?"

Avian froze in place looking at Peacock's den. "Ironwood has left to speak with some people in Mapelcrest. Big Band is with him." His voice was direct but never faced the headmaster as he slowly wandered out of the lounge area. He already knew where the general was going to speak to.


	30. Understanding Regret

Ironwood could not but help get lost amid New Meridian's ever continuing skyline as he sat on the New Meridian transit system. It chained on for possible miles and all he could say was it was extensive, and it was continuous. Many of the buildings could rival any of Atlas' cities in means of shear size. He looked down toward the dregs below him however and got a more un settling look of an area in shambles. No different from the Faunas on Remnant he guessed. The interesting change was it seemed that they were not as scorned toward normal people.

"Sickening to see their condition's, right?" Big Band finally spoke up looking at Ironwood's scowl. "They admit they don't care much for their conditions, but I hold my doubts. Anyone can put up a face." His tone though metallic seemed to come from experience. Despite this observation it seemed to have pity.

"You speak as if there are a class treated just as horribly." Ironwood was disconcerted though interested.

"There are two. One is brandished a criminal the moment they make a wish. The other, well your world has dealt with them a whole lot."

Ironwood looked out the window reflecting on what he was told. "(The first one is obviously the Skullgirl, no way around it. The second one however.)" It put him in a very deep thought. It was unusual for him to not have an answer.

"Hint" Big Band spoke up already telling he was nowhere near the answer. "A good example is someone you have taken interests in." It was a very dull tone hinting at slight surprise that he could not think of the answer.

"Carol?" Ironwood answered receiving a nod from the stoic brass section. "(I understand her because this world views her as a monster but not many are transformed by the ASGL. What could it…)" His eyes widened when he recalled a single item inside Filia's records on Remnant, a hat. "Carol's infected as well." He recalled from his interviews with her and Avian. "Those with Parasites are considered the hated race." His conclusion resulted in the same approval answer from Big Band.

"You catch on quick for a Bureaucrat." Big Band stated while it could be taken as an insult it seemed to be a compliment this time around. "Many infected are hated by many. Heck they are occasionally viewed as threats as dangerous as the Skullgirl in proper hands. You met a prime example as well based on That anthropologist's reports."

"We never exactly met her." Ironwood corrected him. It was obvious he was referring to the mysterious woman that helped Cinder gain access to Skullgirl blood. Though he was not sure what they were dealing with until Samson and Filia explained how they ended up on Remnant. "You know anything about her."

"Just what Vaudeville told me." To the point "Seems like she likes keeping her hands clean in there if she can help it." The results were not very satisfying. "That was until Cerebella woke up in the E.R. several days after Your mutual hair monster infected host disappeared." Ironwood began to suspect that her last name was not exactly liked. "The circus act is a well known strong arm for the Medici Mafia, when she appeared almost entirely drained of her blood."

"It linked this woman to the Medici's." Ironwood concluded in shock. "What else do we know?"

"Not much. I'd wager any parasite may know her many of them seemed to have a hatred of her." Big Band looked back out the window to see only the walls of graffiti filled tunnels. "We should be in Mapelcrest in five minutes."

True to his estimates Big Band began to stand up as the metro system pulled into the small suburbia outlet. Ironwood looked at the colored streets in slight surprise to see a form of urban serenity even in this kind of world. He would argue he was envious but even Remnant strived for this kind of valued ideal to some extent.

He looked down at his notes he found in Carol's record at the headquarters and began to head down the station's steps. It seemed to be a very quiet section of town. Birds were nesting as dogs chased several cats through the fall time suburban land scape. Several students where busy exchanging notes from what he could assume were today's classes. It made him realize that they need to finish their mission fast and return their own students back to their classes for their own studies.

"Carol's home should be down the street past the Ice cream truck over there." Big Band spoke up as he turned away from the general.

Ironwood looked at him confused. "Where are you heading?" He seemed to be slightly concerned of his tour guide's sudden urge to separate.

"Not far." It was slightly reassuring to some extent. "Mysterious shooting happened in a local school fight club." A more penetrative sigh of annoyance at the crime troubled him. "Going to lend some friends my assistance since we used to run on the same beat." He began to walk off but stopped quickly before cocking his head. "I will be out of ear shot but I'm close by to save your hide if you need it." He walked off in the opposite direction of Ironwood's destination.

Ironwood turned around and continued through the streets of the Mapelcrest suburb. It was a very quiet area that seemed like an area some people would settle down in. He looked down at the sheet of paper he wrote down the address of Carol's family at and began to pace through the serene environment slightly uneased. Eventually he did find the house a blue painted home with a well-kept lawn. This was all he could see of the front of the house but that was the least of his concern. He wanted to ensure something to those that were wronged.

He adjusted the color and tie of his garments. The people in the lab were very keen on the world jumper's change their clothes when leaving out into the city since many of the Remnant travelers stuck out like a score thumb. That said, he was talking to what could be called a shark man hybrid creature as he was changing a Being almost made entirely out of a jazz band's blood lubricant so sticking out was not exactly the biggest concern on his list of concerns.

The house was much like the other houses in he area. Cheap manufactured duplicate homes were often used in these kinds of environments. It was a two-story building with a simple roof and chimney nothing out of the ordinary. It seemed the car was gone so he was not sure if any one was home. Hesitantly he passed the border that the was marked by white picket fences as he approached the door. He looked around only to see a few students pass by paying him no mind. He lifted his hand to knock on the door.

Several minutes passed as he waited for the door to open. He began to second guess his idea of trying to help Carol by talking with his parents. He clearly did not know what to say to them since they apparently rejected her after all that had happened.

The door swung open revealing a woman around Ironwood's age possibly younger. She was wearing a blue dress and seemed to be wearing an apron for cooking. She looked at him confused as she adjusted her hair. "Can I help you?" She seemed to be nervous. Most likely from the shooting earlier today.

Ironwood stood there frozen for a second before regaining his composure. "Miss, I'm here to discuss a missing person report you may have filed about a year back." He was not sure if she would by into it, but it was worth a shot.

"I'm sorry I don't know what you are talking about." She began to close the door quick.

Ironwood didn't move to keep the door from closing instead he spoke up. "Please new information regarding Carol's disappearance has been discovered."

"We already said all we know please ask the detectives on it." She was pushing against the door hoping he doesn't try to barge in.

"Ma'am please listen to me." He pleaded knowing it wasn't working however. "We think we know who took her.

"NO!" The woman yelled angrily. "We agreed to drop it." This caught Ironwood by surprise.

"Agreed?" Ironwood looked at the door as she heard a locking noise. He took a heavy breath as he waited for an answer. She remained silent to his concern. He heard shuffling he was guessing she was scrambling to her phone. "I'm sorry for troubling you." He sighed in defeat.

He went to turn around when he heard something strange come from the door. He turned around to see an envelope lying on the welcome mat. She pushed it through it's mail slot. He walked up to it in confusion as he opened it. It was a very strange letter to say the least. It seemed to be hastily written by a female. Where ever she lived it seemed to be drenched in dried blood.

 _I do not know you,_

 _And I can assure you that you do not know me. And I think it's best we keep it that way, for the worse I guess. This letter has been on my to do list for a very long time (and I can not even guarantee that you will ever get this letter with the amount of misdirection I had to use.) This regarding your missing kid, never cared to remember her name but the look in her eyes that day is something that makes me question who the real monster is. I can not say what has become of her, no actually that is a lie. All three of us know what has happened to her. All I can say is everything I did was for the benefit of our own survival. I do not expect to seek forgiveness from you or her._

 _Our paths will cross day in the future. On that day justice will be simply,_

 _Painful._

Ironwood looked at the letter curiously as he turned it around. He recognized what the paper was. The paper seemed to be some form of medical consent form used for early notes of a patient. He began to read some of the notes which began to sound eerily familiar. "(this can't be who I think it is.)" He began to tell himself while looking at the envelope. There was more inside the envelope. Inside were a handful of pictures and a single real of negatives. He looked at the photos to see a face he knew extremely well. The photos were black and white and image of a retransformed Carol as well as her after the implants.

He looked back at the door "I see. When did you get this?" His voice may have gone to full military mode. He could feel his voice having authority in it.

"Several days after we met her." She spoke still there. Ironwood was slipping the envelope back in. "We don't know who sent it." Was not a big shock to him given the letter.

"I'm sorry." He could only apologize. "I know once encountered her in more un favorable circumstance." Memories of her rampage in the middle of Beacon's harbor town came to mind. "Since my own encounter I have tried to do what I can to save her."

"You think there is a cure for this?" The woman asked from behind the door.

"I don't know." Ironwood sighed as he walked away disappointed. "I don't know."

 _ **Above New Meridian.**_

Parasoul looked down on the city from the Egret's blimp concerned about the events that have transpired. She turned to look at her soldiers only for her to be the only one on deck. It was not a common thing to be on her own. However, she has been haunted by the visitation of that gray-haired man earlier today. She was to busy contemplating the meeting until Adam walked in. He had taken off his officer's jacket for the time being probably since they had left the heater in the ship on. He saluted Parasoul before looking out the window.

"It certainly is on hell of a town sir." His voice was sincere, but it was clearly exhausted from the raid they did today. "I can understand why something like her would choose to hide here." That sentence seemed to anger Parasoul however since she began to walk away. "Sir?"

"Adam, I'd like your opinion on something." She finally spoke to his surprise. He stayed quiet as she began to lower the scanner's volume. Adam stood at attention as he looked at her for the question. "The man we met today at the raid sight. What do you think of him?"

Adam stood there clearly in slight surprise. He began to rub the back of his head trying to think of the answer to that question. "I don't think there is much to say. As far as any of us are aware he was just some nut trying to scare you." He could tell she did not like his answer.

She turned and began to walk away from him again heading to a chess table on the bridge and observe the current set up. "That is what I thought at first. The problem is he brought up the homeless parasite child with surprising knowledge of operation exile." She began to touch the King's pong and move it forward two squares. "Have any of the scouts come back?"

Adam began to recall the conversation in the tent.

 **Hours Earlier**

Parasoul entered the tent flustered at the civilian that had just began to talk to her. She saw Adam off to the side next to the communication devices. "Do you think he bought it?" Adam asked as he looked through one of the mosquito nets at the man.

"Too early to say." She said looking back at him cautiously. "What is the current plan of attack again?" She was busy trying to observe the buildings blue prints. "Whisper them please."

Adam looked at her uncomfortably since it came off as unprofessional. He idiotically then realized why she said it. "As it stands we are planning a vertical assault on the building. Our troops will come in via zipline from adjacent roofs then scale from the outside." She nodded in agreement. "casualties on our side are estimated at point zero three percent. Injuries however, is at a ten percent."

She turned around satisfied with the tests. "Good to hear. Tell them we will begin our assault at noon We can't wait till three, too many pedestrians will rush the streets at the student home rush hour."

"Sir what about him." Adam whispered again as he jabbed his thumb back at the mysterious man still at the initial boundary line.

Parasoul hummed a little in thought on the man. "We don't have time to take his meeting right now." An idea came to her right then remembering that they had rented out the Glass Canopy in Canaoplis. "I will give him a personal invitation to the party we have planned in a few days."

"Good plan sir." Adam complimented to her lack of amusement.

It was cut short however when she saw the man looking at them. Her surprise turned into a glare as she turned around angrily. "He's been ease dropping." She said in shock as she continued to talk to her subordinate. "I don't know who he is, but people like him are never alone." She looked at Adam again angrily. "Have spies follow him I want to know exactly who or what we're dealing with."

 **Flashback end**

"Unfortunately, no." Adam spoke rather disappointed He turned up a piece of paper from his pocket though. "We can confirm that three known skull hunters have been sighted recently."

"Why would three people be linked to this." Parasoul asked cautiously

"The three individuals have been missing for a little over a month until two days ago." Adam spoke up again as he went to read the three names. "The names were Peacock, lab eight's magnum opus. Nadia Fortune, known cat feral thief and what remains of the Fish Bone gang." His eyes widened a little as he looked at the third name. "Now this is interesting." Parasoul looked at him intently not caring for his remarks "Cerebella, confirmed Medici family enforcer."

Parasoul looked at him almost as surprised as him. "a lab experiment, a thief, and a mafia thug all putting their differences aside?" She shook her head in disbelief. No theoretical way the three could get along.

"That is not all sir." Adam continued According to Panzerfaust, the one girl from the incident has been staying at his house recently" Parasoul's attention was almost directly on him her face expressionless aside from the loss of color of her skin. "He says that she has friends." Adam turned away for the last statement looking back at the city's skyline. A crash came from behind him as he turned he saw the chess table on the ground the pieces scattered everywhere. Parasoul laid in the chair completely frozen. "Sir?' was all he could muster.

"Adam." She paused her eyes frozen wanting to confirm it for herself. "Maplecrest, twenty hundred hours tonight." Adam gave her a confused look. "I want to confirm it for myself."


	31. A Nurse And Her Monster

Valentine laid quietly boring herself by staking out a run-down apartment. Granted she already knew in truth it was one of the few areas in which ASGL operated Labs six and eight to be exact. She tilted her binoculars upward to the roof watching for possible weakness in the laboratory's defenses for her next mission. She knew this would be a long mission for some reason it appeared extra security measures have been placed in effect at the facility for some unrefereed reason.

Tired of waiting she sat back up and moved to a folding chair some person had left up there for a probably less than legal reason. She leaned back almost relaxed reaching into her cleavage and pulled out a wrapper. She looked at it before slowly eyeing her surroundings before opening the wrapper of her chocolate bar and brought it closer to her mouth to take a bite from it.

Something in the back of her mind however told her she was not alone. A chill went down her spine as her hair that was bunched up into a pony-tale like bundle began to feel as if they were covered in static electricity. She glared away from the building she was casing to see an unsettling site.

A nun with only a single tuff of yellow hair sticking out from under the head piece sat their quietly. Her eyes where shut and she stood unmoving. Valentine knew this individual, she had been working with her for several years out of reluctance on the day last hope was slaughtered without mercy to the Skullgirl. Posing as one of her closest ally's Hallow. Valentine sighed annoyed at the intrusion of this individual knowing that what ever she had to say was more than likely just her lauding over an incomplete task that was unreasonable to begin with. Wasting little time, she stood up and slowly approached the nun.

"Double, to what do I owe this walk-in." While her word choice seemed to be formal her tone could create almost create pure tension. She slowly was getting ready to counter should Double try anything.

"The Skullgirl has requested your presence to report on the known Medici affiliated families within the Maplecrest area." Her voice was somber but that was made her all the more unsettling as Valentine glared at the individual waiting as if it were some high-noon quick draw. Double however given her appearance appeared uninterested in causing a fight. At least that would be the untrained fighter would think. In truth Valentin could tell she was thinking of all her tactics she could use to crush the last surviving member of Lab Seven's ASGL unit, Last Hope.

"She already is scheduled for a check up later today she can wait till her designated time." A tone she probably shouldn't use against an individual like double. Both knew they where plotting to kill each other. All Valentine needed was to trigger the Alarms at the ASGL Headquarters and an army would be on the two of them in a matter of minutes. Tactically it would be unwise for either to make a move because it would mean Double could possibly escape or upon her death Valentine could have the Skullgirl herself targeting her for treachery. A fight in her given the scenario would not end in her favor.

"She grows weary of your stalling Valentine. She has been more lenient than you give her credit for." Double's counter argument was showing her own form of impatience. A factor that did not go unwarranted by Valentine.

"Marie is not the one who is trying to scout out these locations." She was getting annoyed with the nun. "I don't have time for the pleasantries either of us are offering. If you want to make yourself useful." She turned away as she grabbed a sheet of paper and threw it at the nun. "Give her this, I'm guess she knows how to read. After all, she was human at one point."

Double grabbed the crumpled-up paper ball. While her face showed no ill intentions the aura she let out was one that was pure murderous intent. She turned around however and began to leave. "Oh, and Agatha," Double turned to look at Valentine her head tilted in surprise at the use of her current alias. "if that is even your real name or some alias you use. Don't use my body when I'm not on the clock." It was clear Valentine was threating her.

"As you wish. Traitor of Last Hope." Double rebutted but her voice sounded familiar. It was a form of mischievous whisper that hinted toward humorous maliciousness. Valentine turned around in shock Hearing the familiar voice from those years ago. Only to find her self alone on the roof top. Her hand gripped in rage as she knew that double went for targeting her closest friend from Last Hope.

"She'll pay." She muttered to herself as she returned to her post and resumed watching the derelict facade ASGL used for research. She sat back down her mind plotting Double's demise. She wagered that Double could go down easy She only saw her in combat once and she concluded in that encounter that She preferred waiting till an opponent's guard was down. She doubts that She could handle herself in an actual fight. Though Valentine never played in probability only solid facts which she lacked. Simply put, for Valentine: Double was an enigma. Which made her more dangerous than the Skullgirl in her book. There were centuries of records pertaining to the Skullgirl that showed a consistent set of data that is only thrown off by the Skullgirl's Psyche, a mental profile Valentine has had a lot of time to study. Double however, was almost a blank slate outside of undying devotion to the Skullheart and its creators as she put it.

She began to rest as her mind refocused on the more important task beside her long-term plan for revenging the deaths of her comrades by her hands. She noticed it looked like they added a lot more cameras, this could imply the Labs being short staffed and they were having Peacock watching the Lab's outer and possibly inner defenses. That could easily be countered when she decided to go out and search for Marie when she has another surge in power which if she was not mistaken due very soon.

Suddenly a heavy crash landed right behind her. Valentine turned her head expecting to see a possibly reshaped Double. Instead it was a heavy smoke cloud. Knowing that this threat was probably going to try and kill her unlike Double's orders and demands. It was then she saw an all too familiar set of blades attached to a tube connected to the black mass. Though hidden under her mask Valentine's scarred lip was smirking at the figure as it were a long-lost pet. "Experiment Eighty-four, it's been a while. Still suffering from Migraines?"

The smoke settled from Painwheel's landing. "Valentine!" Her voice was pulled in from anger. One thing the nurse noticed looking at her monster was the tone of her voice was a lot smoother suggesting she had for the time being regained some of her once sweet and innocent voice before her screams turned into a raspy mess. Curious given she had disappeared after Parasoul stumbled on her a while back. She was certain Brain Drain still remained deep within her subconscious but that said she was a fighter and had a surprisingly strong will working in her favor something that made her want to see what caused such a shift in her paradigm.

"I must admit you where not on the list of people I was seeing today, but you have been long overdue." A tone that came off with a heavy taste of contempt to her.

"Cut the crap." Painwheel growled angrily her eyes where focused if Valentine where to guess Brain Drain only recently managed to get back into her head and her mental wall were overly prepared. "Where is she?"

This made Valentine more curious since this is the first time she had not actively lashed out at her or demand for Brain Drain's location which even she didn't know. "If you're referring to the Skullgirl I have not the faintest Idea. But don't think I'm the bad guy we share that enemy with each other after all." The tone was sarcastically innocent. Both knew that Painwheel could see the Skullgirl's energy signatures like cartoon stench-lines on her.

"I don't give a damn about the Skullgirl right now!" A response that surprised nurse completely. Somehow, she was ignoring objectives rather than just resisting. Whatever mental training she was must have made this monster a task for Brain Drain given the amount of fighting he always had to do before breaking free.

"Well this is new." Valentine coldly remarked not sure where this could go. "If you are not here for her and clearly not interested in revenge." She turned away from Painwheel curious as to who she maybe looking for. "Yet I clearly had something to do with it."

"Don't give me That!" Painwheel was clearly soothing her rage but it was under hard restraints. "where the hell did you take Yang?"

"Yang?" Valentine stopped to think. She never meant anyone named Yang to her knowledge. "I think you have the wrong Nurse. Now if you excuse me, I have a raid to plan so if you don't have business with me scram." She continued to watch ASGL headquarters completely ignoring Painwheel.

"You where there." The monster's tone began to grow ominously dark. "Your darts where at her crime scene."

("Darts?") Valentine asked herself. She began to recall when she had to throw needles. She was lost in thought to ignore the next set of what she thought where only empty threats as she thought about why she threw several of her syringes. Her eyes lite up when she remembered earlier that day she had lured a blonde teenager slightly older than Painwheel's school files once read. Just then her sixth-sense warned her of a massive surge of bloodlust behind her. She reacted by pulling her Bone saw out of its holster and parry a heavy strike from a blade that dropped with the force of a broadsword. If it was not military grade she was certain that the hacksaw she had would have been snapped in two. Painwheel was right beside her glaring at her for the first time in a very long time Valentine noticed that She was not wearing her mask. In front of her could only be described as the sin for going against what Last Hope stood for: Protecting the Weak from monsters.

Painwheel's mask when removed showed the severely scarred and stitched face of the school girl a year prior an angry glare that showed her teeth more than likely under heavy pressure from her bottom jaw clamed to the rest of her head with the force of a beartrap. Her name if Valentine's memory served was Carol.

"I seem to recall your friend now." Valentine spoke up calmly. "But I've had a bad incident with a client, so I feel like taking walk-ins today." She jumped away from Carol. She re-postured herself and holstered her hacksaw to its holster but never removed her hand from it's handle. She crouched a little waiting for the first strike.

Carol looked at Valentine annoyed as she removed her bandanaed mask and placed it over her face. It was clear that the persona inside her never changed more than likely it was just force of habit to her. The two already knew that she was not going to get her desired information without fighting for it.

Valentine kept her ground. Knowing in general from watching Painwheel fight that she tends to simply ignore protecting herself and head first without thinking at her opponent. Sure, enough her prediction was right. Painwheel charged full force at her leaving her self-wide open. Valentine took time to fill a syringe with a greenish serum. A bio-infection she used a lot when she did work at ASGL. She was halfway through when her creation lunged at her with a powerful elbow to her face.

A puff of smoke surrounded Painwheel as she looked for her quarry. Valentine often played deceptive tricks on her opponents to disorient the individual, a tactic she probably used on Yang no doubt. She began to look around searching for the missing individual until footsteps came right past her from behind. She turned around and dropped her four swords into the ground creating small cracks that were several inches thick. She missed another missed direction. Her arm began to feel heavy causing her to turn and look at it. In her arm was a syringe, it looked like she got poisoned by Valentine, but it seemed to be only minor probably would wear off in a few seconds. Another set of quick moving footsteps came right at the currently stunned Painwheel. She turned again to only see a white glove full palm into her face. She stumbled backwards from the blow as a scalpel flew right past her bouncing harmlessly of her blades. The Nurse then connected a second disabling blow to Painwheel's shoulder dislocating it from its position. She finished the barrage by flip backwards and kicking Painwheel upwards. She landed with a solid thud much to her shock.

Valentine watched half amused at her creation struggle to get up. "How could Brain Drain been so foolish to have selected you for this project?" She began to ask watching Carol struggle to get up from her attack. "Two of the most dangerous artificial parasites ever created, months of combat training and enough surgeries and medical experiments to reduce your nerve endings to mere pulp." She watched the girl get up still something she anticipated. "Frankly, you are a disappointment on multiple levels." She stood there unphased at the fact she was relying on Buer Drive for support. She watched for a bit before turning to walk away.

A crunch came from behind her causing her to turn is shock. Painwheel ad relocated her arm with minimal effort. "There is one thing you forgot Valentine…" Painwheel's voice was showing signs of rage beginning to break free from its shackles. "You dragged me into this." She stood now on her own two feet her heavy four bladed weapon now above the ground suspended by it's cord. "And it won't be today, but I will kill you for what you did." The black holes of her mask began to glow a heavy red.

Valentine could tell that the Murder install program had taken affect. She doubted she could out run it. She knew the more troubling fight was about to begin. "I suppose your right about my actions." A calm and calculated response. "But I do not regret my choices."

"Poor choice of words."

Carol ran right at Valentine yet again in the same type of rage as before. Again, she side stepped her only to jump back a foot when a barbed metallic spike crashed out the side of her shoulder to ward off her counter attack. Valentine looked at her situation with minimal concern, but she began to notice it seemed like even though she was angry her attacks were less mindless. Something in Painwheel's tactics seemed different.

"you brat." Valentine groaned realizing what had happened. "So, you want to play mind games with me." She began to find the irony of the slasher villain lulling her into a false sense of security for a moment. A trick that was not going to work again. Painwheel's fist came right at Valentine this time she countered by wrapping surgical tape around her joint to restrict her movement. Painwheel seemed unfazed by it as her muscle mass tensed up the weaken its bondage. Valentine attempted several quick strikes at a few pressure points on Painwheel's legs. A pointless effort since as she stated before, her nerve endings where effectively destroyed she wouldn't feel precise strikes like that unless they were in more critical areas such as the eyes and maybe the nose. She was going to have to brute force this match against a creature that can't feel anything outside of heavy strikes.

Painwheel flung her leg forward kicking Valentine into the air. She then grabbed her leg and disjointed it to allow room for a metallic spike to protrude from her skin. Valentine was fast enough to open a body bag and use it as a kite to get behind the rampaging monstrosity. She glared at the annoying metallic blades as they began to rotate fast enough to block off any kind of counter attack on her. "This is getting old fast." She muttered annoyed filling a new dose into a fresh syringe. She got ready to for Painwheel's next attack.

Painwheel turned to her side and thrusted one of heavy blades down at Valentine who barely countered with her hacksaw again. The look on Valentine's face seeing it withstand yet another powerful strike seemed to impress her. Painwheel however dropped a second blade. This one while still on the saw came close to Valentine's arm. She quickly dropped the baton stance to adopt a new posture to with stand the next two strikes. The third blade landed at the handle barely missing the nurse's fingers by a narrow gap. She rearranged her holding of the saw again grabbing it be the end with the metallic teeth. They both could tell the fourth strike was going to hurt her but unsure of how badly.

The last blade dropped as Valentine closed her eyes and gritted her teeth. She could feel a nasty burning feeling in the palm of her hand though based on how deep the blades went she wagered it was only a minor injury. Valentine opened her eye to see Painwheel's hand grab her by the throat and lift her one handed into the air. The two's gaze where locked on each other.

"So, you have been busy. I must admit the results are stunning I'll need to get a sample later." The small talk from the nurse was annoying to the monster as she glared her down. She rolled her eyes. "Fine fine, The blonde. You of all should have guessed where to look. As if Brain Drain would change its location." She scoffed at the heavy breathing creature in front of her.

"I've waited along time for this moment." Painwheel spoke it was clear what her intentions where.

"Sorry to disappoint you Carol, but I have a schedule to keep." Valentine spoke up dropping a cloud of white powder causing a smoke bomb-based effect. It blinded Painwheel Before jamming a syringe into her arm it resulted in her letting go from the dazing powder surrounding her. She flung her blade wildly before her sight came back to her. Painwheel Glared angrily looking for Valentine before looking at her blade. It was stained in crimson. She wiped it off before jumping toward the warehouses of New Meridian.

Valentine walked out from behind a flower bed once the coast became clear. Her last-minute ditch effort went off almost seamlessly. Distracting her with baby powder followed by placing a numbing anesthetic slowed her down enough for a narrow escape. She looked down toward her lower stomach though to see a tear in her now red uniform. She sighed with relief it may have been a nasty injury, but it was one that only needed a few stiches. She watched the shadowed outline of Painwheel jumping off into the sunset. She could feel the façade she had to put up drop almost bringing her to her knees. Some tears were coming from her one good eye while the bandage in the other absorbed them.

"Chief Nurse Christmas was right about me. I always had a soft side." She laughed at herself deprecation, her face twitched a little as pain went through her injury. "I expect my sins to catch up to me one day comrades." She began to speak up toward the sky thinking oh her fallen unit. "Most likely by my biggest mistake will be the one to end me. But I must make sure that your will be avenged before Carol comes to take my life." She grabbed a first aid kit she had close by and slowly got to work mending the damage that Painwheel had done to her.

 _ **Baset's den**_

Emerald walked back into the club to see Eliza in the middle of a music number. She had to admit that for being a monster she had a beautiful voice for music. She sat down to listen still reflecting on her encounter with Minette. She was not sure if her words hold any form of wisdom to them or if she was simply a naïve aquatic girl that looked more animalistic than a Faunus. Her mind was distracted to see her partner Mercury sit next to her.

"So, you finally decide to show up finally." Mercury spoke up to finally get her attention. Emerald looked at him seemed unphased she rolled her eyes and looked back at the table. "Again, with this silence, I thought you were the friendly one."

Emerald glared at him before looking for Cinder. "What happened to Cinder?" She asked concerned by her not being on shift as Eliza had put it when they first came to their hide out.

"She's still in the bathhouse. Eliza isn't happy with her though. Grumbled about burnt tile or something when she came out."

She sighed with a bit of relief. She turned to listen to the club host still in the middle of her number. Mercury could tell whatever was troubling her the singer was at the center of it. "Alright what's the problem?" He finally asked tired of the silent contemplation.

Emerald sighed before looking at him. "Do get the feeling there is more to this gift she wants to give us?" Mercury raised an eyebrow curious as to what she meant. "Something about this power as she put it has me concerned I don't know why." She could tell that deep down her gut was telling her there was more to this power Eliza had offered.

"We held up our end of the deal now she must comply with her end. So far, I'd say she's been mostly on the level with us." Mercury's tone though distrusting of the host was one of honesty.

"I suppose you're right, Cinder still can be trusted then." Emerald try to reassure herself of it.

Mercury leaned back a bit as he held out two fingers which a waiter nodded and headed to the bar. "Exactly nothing to worry about."

Emerald nodded though her eyes mind was still weary of the thought. "I think I may try to eat out tonight." Mercury looked at her confused. "I ran into someone that recommended a diner in a section called Little Innsmouth. Might be worth seeing."

Mercury shrugged not thinking much on the idea. "You do you I'll watch over here in case something comes up." It seemed he bought into it he was beginning to let his guard down.

 **This was a long time in the making (I'm not even kidding I had most of this planned out since February.) Um, don't be surprised if I go another long period of time with out posting. I'll get to it, eventually. But I'd rather have quality over quantity. I would like to see at least this project done since I hate leaving things incomplete.**


	32. Black Egrets, Open Up

Team RWBY's safehouse sat quietly this evening. Many of the day's events have weighed heavy on them with the sudden loss of Yang. Weiss had refused to even speak to Filia believing she was to blame for her disappearance and in truth she believed that the Schnee heiress was right. She never left the kitchen gazing out the window hoping to see Carol coming back with the blonde brawler in tow before even considering retiring for the evening. Blake had decided to follow Ms. Fortune out for dinner for a private conversation unsure of what it was about. While team JNPR did stay for a short while they did eventually leave for an early evening train back to the hideout, they had cooped themselves in under The Cat thief's request.

"This is bad." Filia's voice was meek as she tried to console herself or Samson though neither were sure who she was talking to. "If Carol doesn't find her soon there's no telling what will happen." Her hand had moved to massage her scalp causing discomfort toward both as she began to feel her hands knot her hair and yank hard to relieve stress.

"Easy kid." The bruiser muttered trying to remain strong. "You've seen her in action, it'll take more than a medici goon to cap her."

Filia sighed in annoyance as she turned the radio on tuning it to the news station. "In latest news. Former wrestler, Beowulf has declared coming out of retirement. It is unknown why he has done so but his new tournament; the New Meridian Order aptly being dubbed as NMO is scheduled for the evening of the Canopy Kingdom's Defense Fund Ball tomorrow evening. Any Skullgirl Hunter is welcomed to join the tournament to go head to head with the former Gigan stopping legend."

Filia shook her head disinterested in the news cast looking at the meal they had to put in to go bags from the Mad Man Diner. She sighed and began to clean it up throwing her left overs in the air as a tug on her back signified Samson had moved to capture it. The rest were placed in the fridge neatly and closed the door. "You're still up?" A timid voice spoke up as Filia turned her head to see Weiss standing next to the archway.

She nodded as she moved back to the table the radio still going on about sports. It was easy to tune out given it was not exactly a concern now. "I was hoping that Carol would have came back with hopefully some good news."

Weiss nodded as she sat across from her. "Listen, I know you are beating yourself over this." She paused trying to think of the best way to try ease her guilt. "You should know that you really could not have planned for this." The two weren't looking at each other as she tried to comfort each other. "It's hard to expect things to always go smooth." Weiss took in a deep breath as she looked at Filia seeing to her surprise that her hair appeared to be a mess far from her usual standard. "Truth is I know I over reacted. This is something we really couldn't have adapted to so easily. Many Hunters and Huntresses should be using to not having aura protecting them or have a semblance protect them. But for ones in training, I'm beginning to think it's a different story."

Filia looked at her confused as she readjusted herself. She reached to turn down the radio to focus more on the conversation. "I don't think I follow." She admitted still unsure of where the heiress was going with her thoughts.

"When we first arrived, all of the professional and seasoned fighters from our world felt something was off. It wasn't until Nadia attacked Yang that I started to understand the real weight of our reality." Weiss began to explain "Two of our primary tools for fighting Grimm, aura and semblance were nullified when we jumped planes." Filia's head raised realizing what she was referring to. "Simply put, fallback that help defend us ceased to be usable. For the first time." Weiss paused her face seemed to become pale in a way. "I could say that I was scared and felt powerless to over come the threat. Then of course you and anyone else from this world were largely unaffected by this shift."

Filia stopped her from continuing hugging her. "I'm so sorry."

Weiss froze up shocked. "Sorry? For what?"

Filia leaned back after the embrace tears slowly forming in her eyes. "This was caused because of me. If I didn't choose to hide in that stupid room this could have been avoided, all of it."

Weiss sighed looking at her. "Filia calm down." She began to stand up looking out at the distant skyline. "You chose to hide. You found an abandoned project and that is that. Nothing can be done now." She began to smirk a little a she looked at her again. "In truth, I imagine if our stories were reversed, we would be in the same spot but opposite roles. If it wasn't for that parasite friend of yours, I think you probably wouldn't have made it to Beacon."

"Don't push it Frostbite." Samson grumbled "Kid may be a pushover but she's tougher than she looks."

"Samson!" Filia growled looking directly at her bangs. Weiss' smile returned to her face amused at the two's bickering. The rather calming atmosphere however was cut short when Samson's laugh quickly turned to a hostile growl. Both Filia and Weiss sensed the unknown threat close by as the two quickly took a defensive position hiding behind the kitchen counter waiting for what was lurking outside.

"Weiss?" Ruby's voice echoed from behind the two as she slowly moved to the kitchen. "What's going-" Her thought was cut short when a can came crashing through the window just past the arch way. Ruby took a glance at the can for a second before her eyes widened. Despite not being from Canopy she saw several distinct features in the device. It was full of holes already with a smaller can in the middle. The big feature for her however was the blue ring that circled the can. "Stun Grenade!" she yelled ducking for cover. Weiss and Filia looked at each other as the can exploded blinding and deafening the two of them.

Ruby poked her head out her ears still ringing from the blast. Filia and Weiss were down for the time being. Crescent Rose was back in her room meaning there was no time to go get it. She looked cautiously at the door as it burst open. Several men in olive drab uniforms stormed the building brandishing what looked to be a form sub machine gun. Two of them approached the unconscious girls checking their pulse. One of them turned noticing Ruby.

"Hey we missed one!" He shouted getting up. Ruby stood back from the couch. The figure approached and attempted to grab her. In a last-ditch attempt Ruby jumped onto his back and ran down the hallway. Kicking open the door in her haste and brandishing Crescent Rose.

"She went that way mam. We lack intel on what's down there. We'll send troops that way immediately." A new voice spoke up clearly reporting on their progress.

Ruby's mind began to fill with a form of sorrow or rage for being the team leader but having failed them as the leader. She lost Yang, but she was not going to lose the rest of the team if she had to go down fighting in the matter. She stepped out of the room into the hallway seeing a small battalion of troops surrounding a gray-haired individual. He looked unamused at her before sighing. "Figured she was armed." He muttered to himself before resuming his normal posture. "Attention individual, we are aware that you have no intention of disarming yourself. So, my leader has decided that she will challenge you personally to one on one combat outside on the street."

Ruby glared at the man looking to see the troops now only armed with riot shields leading to the door. "Filia and Weiss?" She asked looking to the messenger.

"The two girls? Outside still recovering from the entry tactic." A quick response and superficial. Her Uncle warned her of these types but in this situation what choice did she have. She stepped out onto the street seeing several police barricade had been set up. No news people however it appeared that this may be off the records. Memories of Filia dreading the Medici crime family had began to surface as she stepped foot into the circle that they had created. On the other side of the arena stood a red-haired woman shorter than Goodwitch by a few inches standing there with an umbrella in hand. To her side she saw both her teammates sitting in chairs it appeared that Filia was still blinded by the light, but Weiss was glaring at her with anger.

"I do not wish to harm you but resist and you will leave me no choice." She spoke up finally as Guard covered Ruby's possible escape plan.

"Who do you think you are?" Weiss yelled up catching the woman's attention "The nerve of you barging in without proper cause."

"I'm Guessing Princess Parasoul Renoir of the Canopy Kingdom." Filia spoke up again her eyes were still incredibly dilatated possibly for looking at it when it went off Samson must have clogged her ears to minimize the loud bang. "I can't see but I've squared off against her once or twice so her voice is very familiar."

"As is yours Filia." Parasoul confirmed her thoughts looking at Ruby still waiting to see her answer. "I only have a few questions I wish to ask. Then I'll leave you be."

She froze quietly still untrusting of the individual promise. "Answer mine first." she demanded. Parasoul's eyebrow raised though with all the lights around them she could not tell. "Why did you do this?"

Parasoul nodded thinking on the answer. "The last time I encountered Filia she tried to evade capture when we believed she had information regarding the Skullgirl. In truth the paperwork that we had on her was misfiled and I never rechecked our information."

"That explains why my Parasite registry papers were considered missing." Filia muttered to herself just out of Weiss' hearing range. "Seventy-five dollars wasted." She probably would be kicking herself if it wasn't for the manacles.

"We where not sure if Filia would try to flee again still believing to be wanted from the law. So, precautions had to be made." Parasoul concluded looking at Ruby waiting to see how satisfied her answer gave. Her answer came when the massive scythe shifted from its current state into a more carriable design. Sighing with relief she walked over and helped Filia up from the ground and motioned for Weiss to follow. "care to do this away from the cold miss..." She paused her sentence realizing she did not know her name.

"Ruby Rose your majesty." She informed her looking at Filia guiding her to the front. It looked as though some of her sight had returned to her though it seemed to be a blurred after image mostly.

"Please, I don't enjoy that title much." Parasoul contested as they entered the house. She stopped to talk to her second in command. "Adam see to it that the door and window are prepared." Adam saluted and moved on to conclude her interview with the world jumpers.

The three sat at the dinning room table as a soldier from Parasoul's force brought over a few glasses of coffee. "If I may begin, I would like to run down my current knowledge of the events that have transpired." Her tone still to the point. Ruby was nervous looking at her two friends. The two decided to nod and let her present her current understanding of the story so far. "Several months ago, Filia, last name unknown had accidently stumbled upon an abandoned Lab Zero project, Project: Stage Left. You now have returned several additional members as ballast from this new world with a Headmaster Ozpin in hopes of bolstering relations between the Kingdom of Canopy and the Kingdoms of their world." The three nodded as she closed her eyes to think. "Not exactly a through and narrow plan. Filia speaking as an outsider of their world what can you say about it?"

Filia still blinded rubbed her eyes again before looking at Parasoul's general direction. "It's strange. In a way their struggles are much like ours though I somewhat think we got the better end of the stick in that comparison."

"And how is that?" Parasoul asked still watching the other two.

"Their world is infested with what they call Grimm. Real nasty looking things Twisted variation of normal creatures we have. I did not see that many though. A good portion of the time I was trying to hide Samson from the school." Parasoul looked at Filia confused at her answer before coming to her own conclusion and nodding.

"Now as for you two." Parasoul glanced at them more curiously. "What have been your thoughts on having an individual of a different world?"

Weiss looked at Filia who was still clearly nervous though it seemed most her vision had now returned despite the continual blinking. "Filia was strange." She admitted "She was omitted from combat practice, lacked basic world knowledge, and was way to comfortable diving into a dumpster than even our leader is." Her mind looked back at the unofficial fifth member. "However, I could easily say she is surprisingly adept."

"When she introduced me to Samson, I was kind of scared." Ruby spoke up looking at the equally if not more blind parasite still latched to Filia's head. "But I think the way they fight is totally awesome." Parasoul went to acknowledge the response when Ruby stood up. "I mean, in her fights she just uses her own limbs like Ren and begin kicking until suddenly surprise her hair is suddenly a serrated bat." Mimicking the motions as her excitement began to hasten her speech. Filia stood up and started to calm down the over exited leader.

"Excuse her." Weiss interjected "She can be, energetic when talking about weapons as I've learned."

"It's fine." Parasoul spoke watching her disappointment struck her. "I have a sister that is very much like her at home."

Weiss interests peaked when she brought it up. "If you are willing to. I know I have little to boost your confidence but Ozpin where we are from is very respected in most circles on Remnant. He may not seem like it, but I trust him in most of his judgements." Ruby could be heard getting retrained by Samson in the other room it seemed she had generated too much energy and had became intoxicated on the tension. "Jury is still out on her." She quickly commented watching the two shadows tangle themselves on the walls in the other room.

"I see." Parasoul stood up. "Thank you for this meeting. I'll admit Ozpin sounded like a loon when I met him earlier but seeing all this, I believe his story is true." She confirmed her opinions before handing her a card. "Is there anything else I should know about?"

"The second team JNPR is also here being chaperoned by a Nadia Fortune." Weiss added onto the closing thoughts. the statement seemed to not surprise the leader of the country. "A team mate of ours has also gone missing recently" she added on this seem to catch the ruler's attention more than the previous statement. "We have a friend looking for her now, but we have not heard from her since this afternoon." To her surprise Parasoul dropped back her seat eyes turned colder than Winter's steeled gaze that Weiss had stared down only once in her life.

"Tell me everything." Parasoul demanded.

"Filia had tried to introduce us to how fighting is done here when we noticed our hardest hitter was missing. We thought at first that she probably took a wrong turn but the more we searched for her the more we began to realize that it was an abduction." Weiss explained as she looked at the now surprisingly scary individual. "I, we don't know what had happened. One minute she was there the next we chased the sounds of a struggle all that was left were surgical supplies."

Parasoul stood up immediately "ADAM!" She bellowed summoning her second in command. "I think this disappearance co-aligns with the police report earlier today."

"The intruder at her house?" he asked seeing confirmation. "Wasn't an ASGL operative with him though?"

Ruby listening in poked her hand up. "That may have been the general that came with Ozpin." She blurted out gathering everyone's attention. "He seems to feel sorry for the way Carol looks."

"Carol." Parasoul reaffirmed looking at her. "As in Painwheel Carol?" Ruby nodded resulting in the military woman's face to drain of color slightly. "New plan Adam get a van to ASGL HQ. The rest, come with me."

Filia looked concern seeing the unit mobilizing incredibly fast. "What's wrong?"

"Brain Drain is wanted for his malpractice and illegal experiments that have created freaks far worse than the Avery Unit of ASGL. After my own meeting with their grotesque creation I vowed to find him." Parasoul started to explain as she turned away. "But if my hunch is correct, his monster is going home."

 **Three ruddy years of working on this project. Granted this last year this account has been considerably abandoned. Hopefully once the summer of this year hits I can return to a more consistent schedule like when I first started as well as add a few new projects in the mix. Thanks for sticking out on this little project of mine and hope you've enjoyed it so far. Oh, and of course, enjoy the upcoming year.**


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